Common use of Reimbursement Obligation of the Borrower Clause in Contracts

Reimbursement Obligation of the Borrower. (a) The Borrower agrees to reimburse the Issuing Lender on the same Business Day on which the Issuing Lender notifies the Borrower of the date and amount of a draft presented under any Letter of Credit and paid by the Issuing Lender provided such notice is received by 1:00 P.M., New York City time, on such Business Day, and the next Business Day if such notice is received after such time. The Issuing Lender shall provide notice to the Borrower on each Business Day on which a draft is presented indicating the Dollar Equivalent of the amount of (i) such draft so paid (and, in the case of a Foreign L/C, the amount of such draft so paid stated in the applicable Alternative Currency) and (ii) any taxes, fees, charges or other costs or expenses incurred by the Issuing Lender in connection with such payment ((i) and (ii) collectively with any interest accruing pursuant to paragraph (b) below, the "Reimbursement Amount"). Each such payment shall be made to the Issuing Lender at its address for notices specified herein in lawful money of the United States of America and in immediately available funds; provided, that, with respect to any Reimbursement Obligations of the Borrower arising from the presentment to the Issuing Lender of a draft under a Foreign L/C, the Borrower may make payment in the applicable Alternative Currency if such payment is received by the Issuing Lender on the date such draft is paid by the Issuing Lender. (b) Interest shall be payable on the Dollar Equivalent of any and all amounts remaining unpaid by the Borrower under this subsection from the date a draft presented under any Letter of Credit is paid by the Issuing Lender until payment in full (i) at the rate which would be payable on any Loans that are Base Rate Loans at such time until such payment is required to be made pursuant to subsection 3.5(a), and (ii) thereafter, at the rate which would be payable on any Loans that are Base Rate Loans at such time which were then overdue. (c) For the avoidance of doubt, subject to the provisos in the third sentence of subsection 2.12(a) and the last sentence of subsection 3.5(a) of this Agreement, all payments due from the Borrower hereunder in respect of Foreign L/Cs (and Reimbursement Obligations in connection therewith) shall be made in Dollars as provided in subsection 2.12 of this Agreement.

Reimbursement Obligation of the Borrower. (a) The In the event of any drawing under any Letter of Credit, the Borrower agrees to reimburse (either with the proceeds of a Revolving Credit Loan as provided for in this Section or with funds from other sources), in same day funds, the applicable Issuing Lender on the same Business Day each date on which the such Issuing Lender notifies the Borrower of the date and amount of a draft presented paid by it under any Letter of Credit for the amount of (a) such draft so paid and paid (b) any amounts referred to in Section 3.3(c) incurred by the such Issuing Lender provided in connection with such notice is received by 1:00 P.M., New York City time, on payment. Unless the Borrower shall immediately notify such Business Day, and the next Business Day if such notice is received after such time. The Issuing Lender that the Borrower intends to reimburse such Issuing Lender for such drawing from other sources or funds, the Borrower shall provide notice be deemed to have timely given a Notice of Borrowing to the Borrower Administrative Agent requesting that the Revolving Credit Lenders make a Revolving Credit Loan bearing interest at the Base Rate on each Business Day on which a draft is presented indicating the Dollar Equivalent of applicable repayment date in the amount of (i) such draft so paid (and, in the case of a Foreign L/C, the amount of such draft so paid stated in the applicable Alternative Currency) and (ii) any taxes, fees, charges or other costs or expenses amounts referred to in Section 3.3(c) incurred by the such Issuing Lender in connection with such payment ((i) payment, and (ii) collectively with any the Revolving Credit Lenders shall make a Revolving Credit Loan bearing interest accruing pursuant to paragraph (b) belowat the Base Rate in such amount, the "Reimbursement Amount")proceeds of which shall be applied to reimburse such Issuing Lender for the amount of the related drawing and such fees and expenses. Each Revolving Credit Lender acknowledges and agrees that its obligation to fund a Revolving Credit Loan in accordance with this Section to reimburse such payment shall be made to the Issuing Lender at its address for notices specified herein in lawful money of the United States of America and in immediately available funds; provided, that, with respect to any Reimbursement Obligations of the Borrower arising from the presentment to the Issuing Lender of a draft paid under a Foreign L/C, the Borrower may make payment in the applicable Alternative Currency if such payment is received by the Issuing Lender on the date such draft is paid by the Issuing Lender. (b) Interest shall be payable on the Dollar Equivalent of any and all amounts remaining unpaid by the Borrower under this subsection from the date a draft presented under any Letter of Credit issued by it is paid absolute and unconditional and shall not be affected by any circumstance whatsoever, including non-satisfaction of the conditions set forth in Section 2.3(a) or Article VI. If the Borrower has elected to pay the amount of such drawing with funds from other sources and shall fail to reimburse such Issuing Lender until payment in full (i) as provided above, the unreimbursed amount of such drawing shall bear interest at the rate which would be payable on any Loans that are outstanding Base Rate Loans at such time until such payment is required to be made pursuant to subsection 3.5(a), and (ii) thereafter, at the rate which would be payable on any Loans that are Base Rate Loans at such time which were then overdue. (c) For the avoidance of doubt, subject to the provisos in the third sentence of subsection 2.12(a) and the last sentence of subsection 3.5(a) of this Agreement, all payments due overdue from the Borrower hereunder date such amounts become payable (whether at stated maturity, by acceleration or otherwise) until payment in respect of Foreign L/Cs (and Reimbursement Obligations in connection therewith) shall be made in Dollars as provided in subsection 2.12 of this Agreementfull.

Reimbursement Obligation of the Borrower. (a) The In the event of any drawing under any Letter of Credit, the Borrower agrees to reimburse (either with the proceeds of a Revolving Credit Loan as provided for in this Section or with funds from other sources), in same day funds, the Issuing Lender on the same Business Day each date on which the Issuing Lender notifies the Borrower of the date and amount of a draft presented paid under any Letter of Credit and paid by the Issuing Lender provided such notice is received by 1:00 P.M., New York City time, on such Business Day, and the next Business Day if such notice is received after such time. The Issuing Lender shall provide notice to the Borrower on each Business Day on which a draft is presented indicating the Dollar Equivalent of for the amount of (ia) such draft so paid (and, in the case of a Foreign L/C, the amount of such draft so paid stated in the applicable Alternative Currency) and (iib) any taxes, fees, charges or other costs or expenses amounts referred to in Section 3.3(c) incurred by the Issuing Lender in connection with such payment payment. Unless the Borrower shall immediately notify the Issuing Lender that the Borrower intends to reimburse the Issuing Lender for such drawing from other sources or funds, the Borrower shall be deemed to have timely given a Notice of Borrowing to the Administrative Agent requesting that the Revolving Credit Lenders make a Revolving Credit Loan bearing interest at the Base Rate on such date in the amount of ((ia) such draft so paid and (ii) collectively with any interest accruing pursuant to paragraph (b) below, the "Reimbursement Amount"). Each such payment shall be made any amounts referred to the Issuing Lender at its address for notices specified herein in lawful money of the United States of America and in immediately available funds; provided, that, with respect to any Reimbursement Obligations of the Borrower arising from the presentment to the Issuing Lender of a draft under a Foreign L/C, the Borrower may make payment in the applicable Alternative Currency if such payment is received Section 3.3(c) incurred by the Issuing Lender on in connection with such payment, and the date Revolving Credit Lenders shall make a Revolving Credit Loan bearing interest at the Base Rate in such draft is paid by amount, the proceeds of which shall be applied to reimburse the Issuing Lender. (b) Interest shall be payable on Lender for the Dollar Equivalent amount of the related drawing and costs and expenses. Each Revolving Credit Lender acknowledges and agrees that its obligation to fund a Revolving Credit Loan in accordance with this Section to reimburse the Issuing Lender for any and all amounts remaining unpaid by the Borrower draft paid under this subsection from the date a draft presented under any Letter of Credit is paid absolute and unconditional and shall not be affected by any circumstance whatsoever, including, without limitation, non-satisfaction of the conditions set forth in Section 2.3(a) or Article VI. If the Borrower has elected to pay the amount of such drawing with funds from other sources and shall fail to reimburse the Issuing Lender until payment in full (i) as provided above, the unreimbursed amount of such drawing shall bear interest at the rate which would be payable on any Loans that are outstanding Base Rate Loans at such time until such payment is required to be made pursuant to subsection 3.5(a), and (ii) thereafter, at the rate which would be payable on any Loans that are Base Rate Loans at such time which were then overdue. (c) For the avoidance of doubt, subject to the provisos in the third sentence of subsection 2.12(a) and the last sentence of subsection 3.5(a) of this Agreement, all payments due overdue from the Borrower hereunder date such amounts become payable (whether at stated maturity, by acceleration or otherwise) until payment in respect of Foreign L/Cs (and Reimbursement Obligations in connection therewith) shall be made in Dollars as provided in subsection 2.12 of this Agreementfull.

Reimbursement Obligation of the Borrower. (a) The In the event of any drawing under any Letter of Credit, the Borrower agrees to reimburse (either with the proceeds of a Revolving Credit Loan as provided for in this Section 3.5 or with funds from other sources), in same day funds, the Issuing Lender on the same Business Day each date on which the Issuing Lender notifies the Borrower of the date and amount of a draft presented paid under any Letter of Credit and paid by the Issuing Lender provided such notice is received by 1:00 P.M., New York City time, on such Business Day, and the next Business Day if such notice is received after such time. The Issuing Lender shall provide notice to the Borrower on each Business Day on which a draft is presented indicating the Dollar Equivalent of for the amount of (ia) such draft so paid (and, in the case of a Foreign L/C, the amount of such draft so paid stated in the applicable Alternative Currency) and (iib) any taxes, fees, charges or other costs or expenses amounts referred to in Section 3.3(c) incurred by the Issuing Lender in connection with such payment payment. Unless the Borrower shall immediately notify the Issuing Lender that the Borrower intends to reimburse the Issuing Lender for such drawing from other sources or funds, the Borrower shall be deemed to have timely given a Notice of Borrowing to the Administrative Agent requesting that the Lenders make a Revolving Credit Loan bearing interest at the Base Rate on such date in the amount of ((ia) such draft so paid and (ii) collectively with any interest accruing pursuant to paragraph (b) below, the "Reimbursement Amount"). Each such payment shall be made any amounts referred to the Issuing Lender at its address for notices specified herein in lawful money of the United States of America and in immediately available funds; provided, that, with respect to any Reimbursement Obligations of the Borrower arising from the presentment to the Issuing Lender of a draft under a Foreign L/C, the Borrower may make payment in the applicable Alternative Currency if such payment is received Section 3.3(c) incurred by the Issuing Lender on in connection with such payment, and the date Lenders shall make a Revolving Credit Loan bearing interest at the Base Rate in such draft is paid by amount, the proceeds of which shall be applied to reimburse the Issuing Lender. (b) Interest shall be payable on Lender for the Dollar Equivalent amount of the related drawing and costs and expenses. Each Lender acknowledges and agrees that its obligation to fund a Revolving Credit Loan in accordance with this Section 3.5 to reimburse the Issuing Lender for any and all amounts remaining unpaid by the Borrower draft paid under this subsection from the date a draft presented under any Letter of Credit is paid absolute and unconditional and shall not be affected by any circumstance whatsoever, including, without limitation, non-satisfaction of the conditions set forth in Section 2.3(a) or Article VI. If the Borrower has elected to pay the amount of such drawing with funds from other sources and shall fail to reimburse the Issuing Lender until payment in full (i) as provided above, the unreimbursed amount of such drawing shall bear interest at the rate which would be payable on any Loans that are outstanding Base Rate Loans at such time until such payment is required to be made pursuant to subsection 3.5(a), and (ii) thereafter, at the rate which would be payable on any Loans that are Base Rate Loans at such time which were then overdue. (c) For the avoidance of doubt, subject to the provisos in the third sentence of subsection 2.12(a) and the last sentence of subsection 3.5(a) of this Agreement, all payments due overdue from the Borrower hereunder date such amounts become payable (whether at stated maturity, by acceleration or otherwise) until payment in respect of Foreign L/Cs (and Reimbursement Obligations in connection therewith) shall be made in Dollars as provided in subsection 2.12 of this Agreementfull.

Reimbursement Obligation of the Borrower. (a) The In the event of any drawing under any Letter of Credit, the Borrower agrees to reimburse (either with the proceeds of a Revolving Credit Loan as provided for in this Section or with funds from other sources), in same day funds in the applicable Permitted Currency in which such Letter of Credit was denominated, the applicable Issuing Lender on the same Business Day each date on which the such Issuing Lender notifies the Borrower of the date and amount of a draft presented paid under any Letter of Credit and paid by the Issuing Lender provided such notice is received by 1:00 P.M., New York City time, on such Business Day, and the next Business Day if such notice is received after such time. The Issuing Lender shall provide notice to the Borrower on each Business Day on which a draft is presented indicating the Dollar Equivalent of for the amount of (ia) such draft so paid (and, in the case of a Foreign L/C, the amount of such draft so paid stated in the applicable Alternative Currency) and (iib) any taxes, fees, charges or other costs or expenses amounts referred to in Section 3.3(c) incurred by the such Issuing Lender in connection with such payment ((i) and (ii) collectively with any interest accruing pursuant to paragraph (b) below, the "Reimbursement Amount")payment. Each such payment shall be made to the The applicable Issuing Lender at its address for notices specified herein in lawful money of the United States of America and in immediately available funds; provided, that, with respect to any Reimbursement Obligations of the Borrower arising from the presentment to the Issuing Lender of a draft under a Foreign L/C, the Borrower may make payment in the applicable Alternative Currency if such payment is received by the Issuing Lender on the date such draft is paid by the Issuing Lender. (b) Interest shall be payable on the Dollar Equivalent promptly deliver written notice of any and all amounts remaining unpaid by the Borrower under this subsection from the date a draft presented drawing under any Letter of Credit is paid issued by the such Issuing Lender until payment to the Administrative Agent and the Borrower. Unless the Borrower shall immediately notify the applicable Issuing Lender that the Borrower intends to reimburse such Issuing Lender for such drawing from other sources or funds, the Borrower shall be deemed to have timely given a Notice of Borrowing to the Administrative Agent requesting that the Lenders make a Revolving Credit Loan bearing interest at the Base Rate (to the extent that the applicable Letter of Credit was denominated in full Dollars) or the Canadian Prime Rate (ito the extent that the applicable Letter of Credit was denominated in Canadian Dollars) on such date in the amount of (a) such draft so paid and (b) any amounts referred to in Section 3.3(c) incurred by such Issuing Lender in connection with such payment, and the Lenders shall make such Revolving Credit Loan, the proceeds of which shall be applied to reimburse such Issuing Lender for the amount of the related drawing and costs and expenses. Each Lender acknowledges and agrees that its obligation to fund a Revolving Credit Loan in accordance with this Section to reimburse the applicable Issuing Lender for any draft paid under a Letter of Credit is absolute and unconditional and shall not be affected by any circumstance whatsoever, including, without limitation, non-satisfaction of the conditions set forth in Section 2.3(a) or Article V. If the Borrower has elected to pay the amount of such drawing with funds from other sources and shall fail to reimburse the applicable Issuing Lender as provided above, the unreimbursed amount of such drawing shall bear interest at the rate which would be payable on any Loans that are outstanding Base Rate Loans at such time until such payment is required (with respect to be made pursuant any amount payable in Dollars) or any outstanding Canadian Prime Rate Loans (with respect to subsection 3.5(aany amount payable in Canadian Dollars), and (ii) thereafter, at the rate which would be payable on any Loans that are Base Rate Loans at such time in each case which were then overdue. (c) For the avoidance of doubt, subject to the provisos in the third sentence of subsection 2.12(a) and the last sentence of subsection 3.5(a) of this Agreement, all payments due from the Borrower hereunder date such amounts become payable (whether at stated maturity, by acceleration or otherwise) until payment in respect of Foreign L/Cs (and Reimbursement Obligations in connection therewith) shall be made in Dollars as provided in subsection 2.12 of this Agreementfull.

Reimbursement Obligation of the Borrower. (a) The Borrower agrees In order to reimburse induce the Issuing Lender on the same Business Day on which the Issuing Lender notifies the Borrower of the date ---------------------------------------- Agent to issue, extend and amount of a draft presented under any renew each Letter of Credit and the Banks to participate therein, the Borrower hereby agrees to reimburse or pay to the Agent, for the account of the Agent or (as the case may be) the Banks, with respect to each Letter of Credit issued, extended or renewed by the Agent hereunder, (a) except as otherwise expressly provided in (S)5.2(b) and (c), on each date that any draft presented under such Letter of Credit is honored by the Agent, or the Agent otherwise makes a payment with respect thereto, (i) the amount paid by the Issuing Lender provided Agent under or with respect to such notice is received by 1:00 P.M.Letter of Credit, New York City time, on such Business Day, and the next Business Day if such notice is received after such time. The Issuing Lender shall provide notice to the Borrower on each Business Day on which a draft is presented indicating the Dollar Equivalent of the amount of (i) such draft so paid (and, in the case of a Foreign L/C, the amount of such draft so paid stated in the applicable Alternative Currency) and (ii) the amount of any taxes, fees, charges or other costs or and expenses whatsoever incurred by the Issuing Lender Agent or any Bank in connection with any payment made by the Agent or any Bank under, or with respect to, such payment ((i) and (ii) collectively with any interest accruing pursuant to paragraph Letter of Credit, (b) belowupon the reduction (but not termination) of the Total Commitment to an amount less than the Maximum Drawing Amount, an amount equal to such difference, which amount shall be held by the "Agent for the benefit of the Banks and the Agent as cash collateral for all Reimbursement Amount")Obligations, and (c) upon the termination of the Total Commitment, or the acceleration of the Reimbursement Obligations with respect to all Letters of Credit in accordance with (S)14, an amount equal to the then Maximum Drawing Amount on all Letters of Credit, which amount shall be held by the Agent for the benefit of the Banks and the Agent as cash collateral for all Reimbursement Obligations. Each such payment shall be made to the Issuing Lender Agent at its address for notices specified herein in lawful money of the United States of America and Agent's Head Office in immediately available funds; provided, that, with respect to any Reimbursement Obligations of the Borrower arising from the presentment to the Issuing Lender of a draft under a Foreign L/C, the Borrower may make payment in the applicable Alternative Currency if such payment is received by the Issuing Lender . Interest on the date such draft is paid by the Issuing Lender. (b) Interest shall be payable on the Dollar Equivalent of any and all amounts remaining unpaid by the Borrower under this subsection (S)5.2 at any time from the date a draft presented under any Letter of Credit is paid such amounts become due and payable (whether as stated in this (S)5.2, by the Issuing Lender acceleration or otherwise) until payment in full (iwhether before or after judgment) shall be payable to the Agent on demand at the rate which would be payable specified in (S)6.11 for overdue principal on any Loans that are Base Rate Loans at such time until such payment is required to be made pursuant to subsection 3.5(a), and (ii) thereafter, at the rate which would be payable on any Loans that are Base Rate Loans at such time which were then overdueRevolving Credit Loans. (c) For the avoidance of doubt, subject to the provisos in the third sentence of subsection 2.12(a) and the last sentence of subsection 3.5(a) of this Agreement, all payments due from the Borrower hereunder in respect of Foreign L/Cs (and Reimbursement Obligations in connection therewith) shall be made in Dollars as provided in subsection 2.12 of this Agreement.

Reimbursement Obligation of the Borrower. (a) The Borrower agrees to reimburse the Issuing Lender on the same Business Day on which the Issuing Lender notifies the Borrower of the date and amount of a draft presented under any Letter of Credit and paid by the Issuing Lender provided such notice is received by 1:00 P.M., New York City time, on such Business Day, and the next Business Day if such notice is received after such time. The Issuing Lender shall provide notice to the Borrower on each Business Day on which a draft is presented and paid by the Issuing Lender indicating the Dollar Equivalent of the amount of (i) such draft so paid (and, in the case of a Foreign L/C, the amount of such draft so paid stated in the applicable Alternative Currency) and (ii) any taxes, fees, charges or other costs or expenses incurred by the Issuing Lender in connection with such payment ((i) and (ii) collectively with any interest accruing pursuant to paragraph (b) below, the "Reimbursement Amount")payment. Each such payment shall be made to the Issuing Lender at its address for notices specified herein in lawful money of the United States of America and in immediately available funds; provided, that, with respect to any Reimbursement Obligations of the Borrower arising from the presentment to the Issuing Lender of a draft under a Foreign L/C, the Borrower may make payment in the applicable Alternative Currency if such payment is received by the Issuing Lender on the date such draft is paid by the Issuing Lender. (b) Interest shall be payable on the Dollar Equivalent of any and all amounts remaining unpaid by the Borrower under this subsection from the date a draft presented under any Letter of Credit is paid by the Issuing Lender until payment in full (i) at the rate which would be payable on any Loans that are Base Rate Loans at such time until such payment is required to be made pursuant to subsection 3.5(a), and (ii) thereafter, at the rate which would be payable on any Loans that are Base Rate Loans at such time which were then overdue. (c) For the avoidance of doubt, subject to the provisos in the third sentence of subsection 2.12(a) and the last sentence of subsection 3.5(a) of this Agreement, all payments due from the Borrower hereunder in respect of Foreign L/Cs (and Reimbursement Obligations in connection therewith) shall be made in Dollars as provided in subsection 2.12 of this Agreement.

Reimbursement Obligation of the Borrower. (a) The In the event of any drawing under any Letter of Credit, the Borrower agrees to reimburse (either with the proceeds of a Revolving Credit Loan as provided for in this Section or with funds from other sources), in same day funds, the applicable Issuing Lender on the same Business Day each date on which the such Issuing Lender notifies the Borrower of the date and amount of a draft presented paid by it under any Letter of Credit for the amount of (a) such draft so paid and paid (b) any amounts referred to in Section 3.3(c) incurred by the such Issuing Lender provided in connection with such notice is received by 1:00 P.M., New York City time, on payment. Unless the Borrower shall immediately notify such Business Day, and the next Business Day if such notice is received after such time. The Issuing Lender that the Borrower intends to reimburse such Issuing Lender for such drawing from other sources or funds, the Borrower shall provide notice be deemed to have timely given a Notice of Borrowing to the Borrower Administrative Agent requesting that the Revolving Credit Lenders make a Revolving Credit Loan bearing interest at the Base Rate on each Business Day on which a draft is presented indicating the Dollar Equivalent of applicable repayment date in the amount of (i) such draft so paid (and, in the case of a Foreign L/C, the amount of such draft so paid stated in the applicable Alternative Currency) and (ii) any taxes, fees, charges or other costs or expenses amounts referred to in Section 3.3(c) incurred by the such Issuing Lender in connection with such payment ((i) payment, and (ii) collectively with any the Revolving Credit Lenders shall make a Revolving Credit Loan bearing interest accruing pursuant to paragraph (b) belowat the Base Rate in such amount, the "Reimbursement Amount")proceeds of which shall be applied to reimburse such Issuing Lender for the amount of the related drawing and such fees and expenses. Each Revolving Credit Lender acknowledges and agrees that its obligation to fund a Revolving Credit Loan in accordance with this Section to reimburse such payment shall be made to the Issuing Lender at its address for notices specified herein in lawful money of the United States of America and in immediately available funds; provided, that, with respect to any Reimbursement Obligations of the Borrower arising from the presentment to the Issuing Lender of a draft paid under a Foreign L/C, the Borrower may make payment in the applicable Alternative Currency if such payment is received by the Issuing Lender on the date such draft is paid by the Issuing Lender. (b) Interest shall be payable on the Dollar Equivalent of any and all amounts remaining unpaid by the Borrower under this subsection from the date a draft presented under any Letter of Credit issued by it is paid absolute and unconditional and shall not be affected by any circumstance whatsoever, including, without limitation, non-satisfaction of the conditions set forth in Section 2.3(a) or Article VI. If the Borrower has elected to pay the amount of such drawing with funds from other sources and shall fail to reimburse such Issuing Lender until payment in full (i) as provided above, the unreimbursed amount of such drawing shall bear interest at the rate which would be payable on any Loans that are outstanding Base Rate Loans at such time until such payment is required to be made pursuant to subsection 3.5(a), and (ii) thereafter, at the rate which would be payable on any Loans that are Base Rate Loans at such time which were then overdue. (c) For the avoidance of doubt, subject to the provisos in the third sentence of subsection 2.12(a) and the last sentence of subsection 3.5(a) of this Agreement, all payments due overdue from the Borrower hereunder date such amounts become payable (whether at stated maturity, by acceleration or otherwise) until payment in respect of Foreign L/Cs (and Reimbursement Obligations in connection therewith) shall be made in Dollars as provided in subsection 2.12 of this Agreementfull.

Reimbursement Obligation of the Borrower. (a) The Borrower agrees to reimburse the Issuing Lender on the same Business Day each date on which the Issuing Lender notifies the Borrower of the date and amount of a draft presented paid under any Letter of Credit and paid by the Issuing Lender provided such notice is received by 1:00 P.M., New York City time, on such Business Day, and the next Business Day if such notice is received after such time. The Issuing Lender shall provide notice to the Borrower on each Business Day on which a draft is presented indicating the Dollar Equivalent of for the amount of (ia) such draft so paid (and, in the case of a Foreign L/C, the amount of such draft so paid stated in the applicable Alternative Currency) and (iib) any taxes, fees, charges or other costs or expenses incurred by the Issuing Lender in connection with such payment ((i) and (ii) collectively with any interest accruing pursuant to paragraph (b) below, the "Reimbursement Amount")payment. Each such payment shall be made to the Issuing Lender at its address for notices specified herein in lawful money of the United States of America and in immediately available funds; provided, that, with respect to any Reimbursement Obligations of the Borrower arising from the presentment to the Issuing Lender of a draft under a Foreign L/C, the Borrower may make payment in the applicable Alternative Currency if such payment is received by the Issuing Lender on the date such draft is paid by the Issuing Lender. (b) . Interest shall be payable on the Dollar Equivalent of any and all amounts remaining unpaid by the Borrower under this subsection Article III from the date a draft presented under any Letter of Credit is paid such amounts become payable (whether at stated maturity, by the Issuing Lender acceleration or otherwise) until payment in full (i) at the rate which would be payable on any Loans that are outstanding Base Rate Loans at such time until such payment is required to be made pursuant to subsection 3.5(a), and (ii) thereafter, at the rate which would be payable on any Loans that are Base Rate Loans at such time which were then overdue. (c) For . If the avoidance Borrower fails to timely reimburse the Issuing Lender on the date the Borrower receives the notice referred to in this Section 3.5, the Borrower shall be deemed to have timely given a Notice of doubt, subject Borrowing hereunder to the provisos Administrative Agent requesting the Lenders to make a Base Rate Loan on such date in an amount equal to the third sentence amount of subsection 2.12(a) and such drawing and, regardless of whether or not the last sentence conditions precedent specified in Article V have been satisfied, the Lenders shall make Base Rate Loans in such amount, the proceeds of subsection 3.5(a) of this Agreement, all payments due from the Borrower hereunder in respect of Foreign L/Cs (and Reimbursement Obligations in connection therewith) which shall be made in Dollars as provided in subsection 2.12 applied to reimburse the Issuing Lender for the amount of this Agreementthe related drawing and costs and expenses.

Reimbursement Obligation of the Borrower. (ai) The In the event of any drawing under any Letter of Credit, the Borrower agrees to reimburse (either with the proceeds of a Revolving Credit Loan as provided for in this Section or with funds from other sources), in Same Day Funds, the Issuing Lender on the same Business Day each date on which the Issuing Lender notifies the Borrower of the date and amount of a draft presented paid by it under any Letter of Credit and paid by the Issuing Lender provided such notice is received by 1:00 P.M., New York City time, on such Business Day, and the next Business Day if such notice is received after such time. The Issuing Lender shall provide notice to the Borrower on each Business Day on which a draft is presented indicating the Dollar Equivalent of for the amount of (iA) such draft so paid (and, in the case of a Foreign L/C, the amount of such draft so paid stated in the applicable Alternative Currency) and (iiB) any taxes, fees, charges or other costs or expenses amounts referred to in Section 2.15(c)(iii) incurred by the Issuing Lender in connection with such payment ((i) and payment. (ii) collectively with any interest accruing pursuant to paragraph (b) belowIn the case of a Letter of Credit denominated in an Alternative Currency, the "Reimbursement Amount"). Each such payment Borrower shall be made to reimburse the Issuing Lender at its address for notices specified herein in lawful money of the United States of America and in immediately available funds; providedsuch Alternative Currency, that, with respect to any Reimbursement Obligations of the Borrower arising from the presentment to unless (A) the Issuing Lender (at its option) shall have specified in such notice that it will require reimbursement in Dollars or (B) in the absence of any such requirement for reimbursement in Dollars, Borrower shall have notified the Issuing Lender promptly following receipt of the notice of drawing that Borrower will reimburse the Issuing Lender in Dollars. In the case of any such reimbursement in Dollars of a draft drawing under a Foreign L/CLetter of Credit denominated in an Alternative Currency, the Issuing Lender shall notify Borrower may make of the Dollar Equivalent of the amount of the drawing promptly following the determination thereof. Not later than 11:00 a.m. on the date of any payment in the applicable Alternative Currency if such payment is received by the Issuing Lender under a Letter of Credit to be reimbursed in Dollars, or the Applicable Time on the date such draft is paid by the Issuing Lender. (b) Interest shall be payable on the Dollar Equivalent of any and all amounts remaining unpaid by the Borrower under this subsection from the date a draft presented under any Letter of Credit is paid payment by the Issuing Lender until under a Letter of Credit to be reimbursed in an Alternative Currency (each such date, an “Honor Date”), Borrower shall reimburse the Issuing Lender through Agent in an amount equal to the amount of such drawing and in the applicable currency. In the event that (A) a drawing denominated in an Alternative Currency is to be reimbursed in Dollars pursuant to this Section 2.15(e)(ii) and (B) the Dollar amount paid by Borrower, whether on or after the Honor Date, shall not be adequate on the date of that payment to purchase in accordance with normal banking procedures a sum denominated in the Alternative Currency equal to the drawing, Borrower agrees, as a separate and independent obligation, to indemnify the Issuing Lender for the loss resulting from its inability on that date to purchase the Alternative Currency in the full amount of the drawing. (iiii) Unless the Borrower shall immediately notify the Issuing Lender that the Borrower intends to reimburse the Issuing Lender for such drawing from other sources or funds, the Borrower shall be deemed to have timely given a Notice of Borrowing to Agent requesting that the Revolving Credit Lenders make a Revolving Credit Loan as a Base Rate Loan on the applicable repayment date in the amount of (A) such draft so paid and (B) any amounts referred to in Section 2.15(c)(iii) incurred by the Issuing Lender in connection with such payment, and the Revolving Credit Lenders shall make a Revolving Credit Loan as a Base Rate Loan in such amount, the proceeds of which shall be applied to reimburse the Issuing Lender for the amount of the related drawing and such fees and expenses. Each Revolving Credit Lender acknowledges and agrees that its obligation to fund a Revolving Credit Loan in accordance with this Section to reimburse the Issuing Lender for any draft paid under a Letter of Credit issued by it is absolute and unconditional and shall not be affected by any circumstance whatsoever, including, without limitation, non-satisfaction of the conditions set forth in Section 2.7(a) or Section 3. If the Borrower has elected to pay the amount of such drawing with funds from other sources and shall fail to reimburse the Issuing Lender as provided above, or if the amount of such drawing is not fully refunded through a Base Rate Loan as provided above, the unreimbursed amount of such drawing shall bear interest at the rate which would be payable on any Loans that are outstanding Base Rate Loans at such time until such payment is required to be made pursuant to subsection 3.5(a), and (ii) thereafter, at the rate which would be payable on any Loans that are Base Rate Loans at such time which were then overdue. (c) For the avoidance of doubt, subject to the provisos in the third sentence of subsection 2.12(a) and the last sentence of subsection 3.5(a) of this Agreement, all payments due overdue from the Borrower hereunder date such amounts become payable (whether at stated maturity, by acceleration or otherwise) until payment in respect of Foreign L/Cs (and Reimbursement Obligations in connection therewith) shall be made in Dollars as provided in subsection 2.12 of this Agreementfull.

Reimbursement Obligation of the Borrower. (a) The In the event of any drawing under any Letter of Credit, the Borrower agrees to reimburse (either with the proceeds of a Revolving Credit Loan as provided for in this Section or with funds from other sources), in same day funds, the applicable Issuing Lender on the same Business Day each date on which the such Issuing Lender notifies the Original Borrower of the date and amount of a draft presented paid under any Letter of Credit and paid by the Issuing Lender provided such notice is received by 1:00 P.M., New York City time, on such Business Day, and the next Business Day if such notice is received after such time. The Issuing Lender shall provide notice to the Borrower on each Business Day on which a draft is presented indicating the Dollar Equivalent of for the amount of (ia) such draft so paid (and, in the case of a Foreign L/C, the amount of such draft so paid stated in the applicable Alternative Currency) and (iib) any taxes, fees, charges or other costs or expenses amounts referred to in Section 3.3(c) incurred by the such Issuing Lender in connection with such payment ((i) and (ii) collectively with any interest accruing pursuant to paragraph (b) below, the "Reimbursement Amount")payment. Each such payment shall be made to the The applicable Issuing Lender at its address for notices specified herein in lawful money of the United States of America and in immediately available funds; provided, that, with respect to any Reimbursement Obligations of the Borrower arising from the presentment to the Issuing Lender of a draft under a Foreign L/C, the Borrower may make payment in the applicable Alternative Currency if such payment is received by the Issuing Lender on the date such draft is paid by the Issuing Lender. (b) Interest shall be payable on the Dollar Equivalent promptly deliver written notice of any and all amounts remaining unpaid by the Borrower under this subsection from the date a draft presented drawing under any Letter of Credit is paid issued by the such Issuing Lender until payment to the Administrative Agent and the Original Borrower. Unless the Borrower shall immediately notify the applicable Issuing Lender that the Borrower intends to reimburse such Issuing Lender for such drawing from other sources or funds, the Borrower shall be deemed to have timely given a Notice of Borrowing to the Administrative Agent requesting that the Lenders make a Revolving Credit Loan bearing interest at the Base Rate on such date in full the amount of (ia) such draft so paid and (b) any amounts referred to in Section 3.3(c) incurred by such Issuing Lender in connection with such payment, and the Lenders shall make a Revolving Credit Loan bearing interest at the Base Rate in such amount, the proceeds of which shall be applied to reimburse such Issuing Lender for the amount of the related drawing and costs and expenses. Each Lender acknowledges and agrees that its obligation to fund a Revolving Credit Loan in accordance with this Section to reimburse the applicable Issuing Lender for any draft paid under a Letter of Credit is absolute and unconditional and shall not be affected by any circumstance whatsoever, including, without limitation, non-satisfaction of the conditions set forth in Section 2.3(a) or Article V. If the Borrower has elected to pay the amount of such drawing with funds from other sources and shall fail to reimburse the applicable Issuing Lender as provided above, the unreimbursed amount of such drawing shall bear interest at the rate which would be payable on any Loans that are outstanding Base Rate Loans at such time until such payment is required to be made pursuant to subsection 3.5(a), and (ii) thereafter, at the rate which would be payable on any Loans that are Base Rate Loans at such time which were then overdue. (c) For the avoidance of doubt, subject to the provisos in the third sentence of subsection 2.12(a) and the last sentence of subsection 3.5(a) of this Agreement, all payments due overdue from the Borrower hereunder date such amounts become payable (whether at stated maturity, by acceleration or otherwise) until payment in respect of Foreign L/Cs (and Reimbursement Obligations in connection therewith) shall be made in Dollars as provided in subsection 2.12 of this Agreementfull.

Reimbursement Obligation of the Borrower. (a) The Borrower agrees In order to reimburse induce the Issuing Lender on the same Business Day on which the Issuing Lender notifies the Borrower of the date Administrative Agent to issue, extend and amount of a draft presented under any renew each Letter of Credit and the Revolving Credit Lenders to participate therein, the Borrower hereby agrees to reimburse or pay to the Administrative Agent, for the account of the Administrative Agent or (as the case may be) the Revolving Credit Lenders, with respect to each Letter of Credit issued, extended or renewed by the Administrative Agent hereunder, (a) except as otherwise expressly provided in clauses (b) and (c), on each date that any draft presented under such Letter of Credit is honored by the Administrative Agent, or the Administrative Agent otherwise makes a payment with respect thereto, (i) the amount paid by the Issuing Lender provided Administrative Agent under or with respect to such notice is received by 1:00 P.M., New York City time, on such Business Day, and the next Business Day if such notice is received after such time. The Issuing Lender shall provide notice to the Borrower on each Business Day on which a draft is presented indicating the Dollar Equivalent Letter of the amount of (i) such draft so paid (and, in the case of a Foreign L/C, the amount of such draft so paid stated in the applicable Alternative Currency) Credit and (ii) the amount of any taxes, fees, charges or other costs or and expenses whatsoever incurred by the Issuing Administrative Agent or any Revolving Credit Lender in connection with any payment made by the Administrative Agent or any Revolving Credit Lender under, or with respect to, such payment ((i) and (ii) collectively with any interest accruing pursuant to paragraph Letter of Credit, (b) belowupon the reduction (but not termination) of the Total Revolving Credit Commitment to an amount less than the Maximum Drawing Amount, an amount equal to such difference, which amount shall be held by the "Administrative Agent for the benefit of the Revolving Credit Lenders and the Administrative Agent as cash collateral for all Reimbursement Amount")Obligations, and (c) upon the termination of the Total Revolving Credit Commitment, or the acceleration of the Reimbursement Obligations with respect to all Letters of Credit in accordance with §14, an amount equal to the then Maximum Drawing Amount on all Letters of Credit, which amount shall be held by the Administrative Agent for the benefit of the Revolving Credit Lenders and the Administrative Agent as cash collateral for all Reimbursement Obligations. Each such payment shall be made to the Issuing Lender Administrative Agent at its address for notices specified herein in lawful money of the United States of America and Administrative Agent’s Office in immediately available funds; provided, that, with respect to any Reimbursement Obligations of the Borrower arising from the presentment to the Issuing Lender of a draft under a Foreign L/C, the Borrower may make payment in the applicable Alternative Currency if such payment is received by the Issuing Lender . Interest on the date such draft is paid by the Issuing Lender. (b) Interest shall be payable on the Dollar Equivalent of any and all amounts remaining unpaid by the Borrower under this subsection §5.2 at any time from the date a draft presented under any Letter of Credit is paid such amounts become due and payable (whether as stated in this §5.2, by the Issuing Lender acceleration or otherwise) until payment in full (iwhether before or after judgment) shall be payable to the Administrative Agent on demand at the rate which would be payable on any Loans that are Base Rate Loans at such time until such payment is required to be made pursuant to subsection 3.5(a), and (ii) thereafter, at the rate which would be payable on any Loans that are Base Rate Loans at such time which were then overduecalculated in accordance with §6.11 for Revolving Credit Loans. (c) For the avoidance of doubt, subject to the provisos in the third sentence of subsection 2.12(a) and the last sentence of subsection 3.5(a) of this Agreement, all payments due from the Borrower hereunder in respect of Foreign L/Cs (and Reimbursement Obligations in connection therewith) shall be made in Dollars as provided in subsection 2.12 of this Agreement.

Reimbursement Obligation of the Borrower. (a) The In the event of any drawing under any Letter of Credit, the Borrower agrees to reimburse (either with the proceeds of a Revolving Credit Loan as provided for in this Section or with funds from other sources), in same day funds, the applicable Issuing Lender on the same Business Day each date on which the such Issuing Lender notifies the Borrower of the date and amount of a draft presented paid by it under any Letter of Credit for the amount of (a) such draft so paid and paid (b) any amounts referred to in Section 3.3(c) incurred by the such Issuing Lender provided in connection with such notice is received by 1:00 P.M., New York City time, on payment. Unless the Borrower shall immediately notify such Business Day, and the next Business Day if such notice is received after such time. The Issuing Lender that the Borrower intends to reimburse such Issuing Lender for such drawing from other sources or funds, the Borrower shall provide notice be deemed to have timely given a Notice of Borrowing to the Borrower Administrative Agent requesting that the Revolving Credit Lenders make a Revolving Credit Loan as a Base Rate Loan on each Business Day on which a draft is presented indicating the Dollar Equivalent of applicable repayment date in the amount of (i) such draft so paid (and, in the case of a Foreign L/C, the amount of such draft so paid stated in the applicable Alternative Currency) and (ii) any taxes, fees, charges or other costs or expenses amounts referred to in Section 3.3(c) incurred by the such Issuing Lender in connection with such payment ((i) payment, and (ii) collectively with any interest accruing pursuant to paragraph (b) belowthe Revolving Credit Lenders shall make a Revolving Credit Loan as a Base Rate Loan in such amount, the "Reimbursement Amount")proceeds of which shall be applied to reimburse such Issuing Lender for the amount of the related drawing and such fees and expenses. Each Revolving Credit Lender acknowledges and agrees that its obligation to fund a Revolving Credit Loan in accordance with this Section to reimburse such payment shall be made to the Issuing Lender at its address for notices specified herein in lawful money of the United States of America and in immediately available funds; provided, that, with respect to any Reimbursement Obligations of the Borrower arising from the presentment to the Issuing Lender of a draft paid under a Foreign L/C, the Borrower may make payment in the applicable Alternative Currency if such payment is received by the Issuing Lender on the date such draft is paid by the Issuing Lender. (b) Interest shall be payable on the Dollar Equivalent of any and all amounts remaining unpaid by the Borrower under this subsection from the date a draft presented under any Letter of Credit issued by it is paid absolute and unconditional and shall not be affected by any circumstance whatsoever, including, without limitation, non-satisfaction of the conditions set forth in Section 2.3(a) or Article VI. If the Borrower has elected to pay the amount of such drawing with funds from other sources and shall fail to reimburse such Issuing Lender until payment in full (i) as provided above, or if the amount of such drawing is not fully refunded through a Base Rate Loan as provided above, the unreimbursed amount of such drawing shall bear interest at the rate which would be payable on any Loans that are outstanding Base Rate Loans at such time until such payment is required to be made pursuant to subsection 3.5(a), and (ii) thereafter, at the rate which would be payable on any Loans that are Base Rate Loans at such time which were then overdue. (c) For the avoidance of doubt, subject to the provisos in the third sentence of subsection 2.12(a) and the last sentence of subsection 3.5(a) of this Agreement, all payments due overdue from the Borrower hereunder date such amounts become payable (whether at stated maturity, by acceleration or otherwise) until payment in respect of Foreign L/Cs (and Reimbursement Obligations in connection therewith) shall be made in Dollars as provided in subsection 2.12 of this Agreementfull.

Reimbursement Obligation of the Borrower. (a) The Borrower agrees In order to reimburse induce the Issuing Lender on the same Business Day on which the Issuing Lender notifies the Borrower of the date L/C Issuer to issue, extend and amount of a draft presented under any renew each Letter of Credit and the Revolving Credit Lenders to participate therein, the Borrower shall reimburse or pay to the L/C Issuer, for the account of the L/C Issuer or (as the case may be) the Revolving Credit Lenders, with respect to each Letter of Credit issued, extended or amended by the L/C Issuer for the account of the Borrower or its Subsidiary hereunder, by not later than 11:00 a.m., Pacific time, on each date that any draft presented under such Letter of Credit is honored (the “Honor Date”) by the L/C Issuer, or the L/C Issuer otherwise makes a payment with respect thereto, (i) the amount paid by the Issuing Lender provided such notice is received by 1:00 P.M., New York City time, on such Business Day, and the next Business Day if such notice is received after such time. The Issuing Lender shall provide notice to the Borrower on each Business Day on which a draft is presented indicating the Dollar Equivalent of the amount of (i) such draft so paid (and, in the case of a Foreign L/C, the amount C Issuer under or with respect to such Letter of such draft so paid stated in the applicable Alternative Currency) Credit and (ii) the amount of any taxes, fees, charges or other costs or and expenses whatsoever incurred by the Issuing L/C Issuer or any Lender in connection with any payment made by the L/C Issuer or any Lender under, or with respect to, such payment Letter of Credit. In addition, (x) upon the reduction (ibut not termination) of the Total Commitment to an amount less than the Maximum Drawing Amount, the Borrower shall reimburse or pay to the L/C Issuer, for the account of the L/C Issuer or (as the case may be) the Revolving Credit Lenders, an amount equal to such difference, which amount shall be held by the Administrative Agent for the benefit of the Lenders and the L/C Issuer as Cash Collateral for all Reimbursement Obligations, and (iiy) collectively upon the termination of the Total Commitment, or the acceleration of the Reimbursement Obligations with any interest accruing pursuant respect to paragraph (b) belowall Letters of Credit in accordance with §13, the "Borrower shall reimburse or pay to the L/C Issuer, for the account of the L/C Issuer or (as the case may be) the Revolving Credit Lenders, an amount equal to the then Maximum Drawing Amount on all Letters of Credit, which amount shall be held by the Administrative Agent for the benefit of the Lenders and the L/C Issuer as Cash Collateral for all Reimbursement Amount")Obligations. Each such payment shall be made to the Issuing Lender L/C Issuer at its address for notices specified herein in lawful money of the United States of America and Administrative Agent’s Office in immediately available funds; provided, that, with respect to any Reimbursement Obligations of the Borrower arising from the presentment to the Issuing Lender of a draft under a Foreign L/C, the Borrower may make payment in the applicable Alternative Currency if such payment is received by the Issuing Lender . Interest on the date such draft is paid by the Issuing Lender. (b) Interest shall be payable on the Dollar Equivalent of any and all amounts remaining unpaid by the Borrower under this subsection §4.2 at any time from the date a draft presented under any Letter of Credit is paid such amounts become due and payable (whether as stated in this §4.2, by the Issuing Lender acceleration or otherwise) until payment in full (iwhether before or after judgment) shall be payable to the Administrative Agent, for the benefit of the Lenders and the L/C Issuer, on demand at the rate which would be payable specified in §5.10 for overdue principal on any Loans that are Base Rate Loans at such time until such payment is required to be made pursuant to subsection 3.5(a), and (ii) thereafter, at the rate which would be payable on any Loans that are Base Rate Loans at such time which were then overdueRevolving Credit Loans. (c) For the avoidance of doubt, subject to the provisos in the third sentence of subsection 2.12(a) and the last sentence of subsection 3.5(a) of this Agreement, all payments due from the Borrower hereunder in respect of Foreign L/Cs (and Reimbursement Obligations in connection therewith) shall be made in Dollars as provided in subsection 2.12 of this Agreement.

Reimbursement Obligation of the Borrower. If demand of payment (awhich may include a draft) is made under any Letter of Credit, the Issuing Lender will notify the Borrower and the Agent of the date and the amount thereof and the Agent, will likewise notify the other Lenders. The Borrower agrees to reimburse the Issuing Lender for the benefit of the Lenders, on the same Business Day each date on which the Issuing Lender notifies the Borrower pays an amount pursuant to such a demand of the date and amount of a draft presented payment under any Letter of Credit and paid by the Issuing Lender provided such notice is received by 1:00 P.M., New York City time, on such Business Day, and the next Business Day if such notice is received after such time. The Issuing Lender shall provide notice to the Borrower on each Business Day on which a draft is presented indicating the Dollar Equivalent of for the amount of (ia) such draft amount so paid (andpaid, in the case of a Foreign L/C, the amount of such draft so paid stated in the applicable Alternative Currency) and (iib) any taxesTaxes, fees, charges or other costs or expenses reasonably incurred by the Issuing Lender in connection with such payment, failing which the payment ((i) and (ii) collectively with any interest accruing pursuant to paragraph (b) by the Issuing Lender of such drawing on such Letter of Credit shall constitute the making of a Canadian Prime Rate Loan or a U.S. Base Rate Loan as provided below, the "Reimbursement Amount"). Each such payment shall will be made to the Issuing Lender at its address for notices specified herein in lawful money of the United States of America same currency as the amount paid by the Issuing Lender and in immediately available funds; provided. If the Borrower does not make any payment required by the preceding sentence from the proceeds of Advances obtained hereunder or otherwise, thatthe Agent will, without receipt of a Notice of Drawdown and irrespective of whether any other applicable conditions precedent specified herein have been satisfied, make a Canadian Prime Rate Loan where the currency of such required payment is Canadian Dollars, or a U.S. Base Rate Loan where the currency of such required payment is in U.S. Dollars, to the Borrower in the aggregate amount of such required payment, and will forthwith give notice thereof to the Borrower and the Lenders. The Borrower agrees to accept each such Advance and hereby irrevocably authorizes and directs the Agent and the Lenders to apply the proceeds thereof in payment of the liability of the Borrower with respect to any Reimbursement Obligations of the Borrower arising from the presentment to the Issuing Lender of a draft under a Foreign L/C, the Borrower may make payment in the applicable Alternative Currency if such payment is received by the Issuing Lender on the date such draft is paid by the Issuing Lenderrequired payment. (b) Interest shall be payable on the Dollar Equivalent of any and all amounts remaining unpaid by the Borrower under this subsection from the date a draft presented under any Letter of Credit is paid by the Issuing Lender until payment in full (i) at the rate which would be payable on any Loans that are Base Rate Loans at such time until such payment is required to be made pursuant to subsection 3.5(a), and (ii) thereafter, at the rate which would be payable on any Loans that are Base Rate Loans at such time which were then overdue. (c) For the avoidance of doubt, subject to the provisos in the third sentence of subsection 2.12(a) and the last sentence of subsection 3.5(a) of this Agreement, all payments due from the Borrower hereunder in respect of Foreign L/Cs (and Reimbursement Obligations in connection therewith) shall be made in Dollars as provided in subsection 2.12 of this Agreement.

Reimbursement Obligation of the Borrower. (a) The Borrower agrees to reimburse the Issuing Lender on the same Business Day on which the Issuing Lender notifies the Borrower of the date and amount of a draft presented under any Letter of Credit and paid by the Issuing Lender provided such notice is received by 1:00 P.M., New York City time, on such Business Day, and the next Business Day if such notice is received after such time. The Issuing Lender shall provide notice to the Borrower on each Business Day on which a draft is presented indicating the Dollar Equivalent of the amount of (i) such draft so paid (and, in the case of a Foreign L/C, the amount of such draft so paid stated in the applicable Alternative Currency) and (ii) any taxes, fees, charges or other costs or expenses incurred by the Issuing Lender in connection with such payment ((i) and (ii) collectively with any interest accruing pursuant to paragraph (b) below, the "Reimbursement Amount"). Each such payment shall be made to the Issuing Lender at its address for notices specified herein in lawful money of the United States of America and in immediately available funds; provided, that, with respect to any Reimbursement Obligations of the Borrower arising from the presentment to the Issuing Lender of a draft under a Foreign L/C, the Borrower may make payment in the applicable Alternative Currency if such payment is received by the Issuing Lender Bank on the date such draft is paid by the Issuing LenderBank. (b) Interest shall be payable on the Dollar Equivalent of any and all amounts remaining unpaid by the Borrower under this subsection from the date a draft presented under any Letter of Credit is paid by the Issuing Lender until payment in full (i) at the rate which would be payable on any Loans that are Base Rate Loans at such time until such payment is required to be made pursuant to subsection 3.5(a), and (ii) thereafter, at the rate which would be payable on any Loans that are Base Rate Loans at such time which were then overdue. (c) For the avoidance of doubt, subject to the provisos in the third sentence of subsection 2.12(a) and the last sentence of subsection 3.5(a) of this Agreement, all payments due from the Borrower hereunder in respect of Foreign L/Cs (and Reimbursement Obligations in connection therewith) shall be made in Dollars as provided in subsection 2.12 of this Agreement.

Reimbursement Obligation of the Borrower. In order to induce the Issuing Banks to issue, extend and renew each Letter of Credit, the Borrower hereby agrees to reimburse or pay to each Issuing Bank, with respect to each Letter of Credit issued, extended or renewed by such Issuing Bank hereunder as follows: (a) The Borrower agrees to reimburse the Issuing Lender on the same Business Day on which the Issuing Lender notifies the Borrower of the date and amount of a if any draft presented under any Letter of Credit and paid is honored by such Issuing Bank or such Issuing Bank otherwise makes payment with respect thereto, the Issuing Lender provided such notice is received by 1:00 P.M., New York City time, on such Business Day, and the next Business Day if such notice is received after such time. The Issuing Lender shall provide notice to the Borrower on each Business Day on which a draft is presented indicating the Dollar Equivalent of the amount sum of (i) such draft so paid (and, in the case of a Foreign L/C, the amount paid by such Issuing Bank under or with respect to such Letter of such draft so paid stated in the applicable Alternative Currency) Credit, and (ii) the amount of any taxes, fees, charges or other costs or and expenses whatsoever incurred by the such Issuing Lender Bank in connection with any payment made by such payment ((i) and (ii) collectively with any interest accruing pursuant to paragraph (b) belowIssuing Bank under, the "Reimbursement Amount"). Each such payment shall be made to the Issuing Lender at its address for notices specified herein in lawful money of the United States of America and in immediately available funds; provided, that, or with respect to any Reimbursement Obligations to, such Letter of Credit, PROVIDED HOWEVER, if the Borrower arising from the presentment to the does not reimburse such Issuing Lender of a draft under a Foreign L/C, the Borrower may make payment in the applicable Alternative Currency if such payment is received by the Issuing Lender Bank on the date Drawdown Date, such draft amount shall, provided that no Event of Default under Sections 12.1(g) or 12.1(h) has occurred, become automatically a Syndicated Loan which is paid by the Issuing Lender.a Base Rate Loan advanced hereunder in an amount equal to such sum; and (b) Interest upon the Maturity Date or the acceleration of the Reimbursement Obligations with respect to all Letters of Credit in accordance with Section 12, an amount equal to the then Maximum Drawing Amount of all Letters of Credit shall be payable on the Dollar Equivalent of any and all amounts remaining unpaid paid by the Borrower under this subsection from to the date a draft presented under any Letter of Credit is paid by the Issuing Lender until payment in full (i) at the rate which would be payable on any Loans that are Base Rate Loans at such time until such payment is required Administrative Agent to be made pursuant to subsection 3.5(a), and (ii) thereafter, at held as cash collateral for the rate which would be payable on any Loans that are Base Rate Loans at such time which were then overdueapplicable Reimbursement Obligations. (c) For the avoidance of doubt, subject to the provisos in the third sentence of subsection 2.12(a) and the last sentence of subsection 3.5(a) of this Agreement, all payments due from the Borrower hereunder in respect of Foreign L/Cs (and Reimbursement Obligations in connection therewith) shall be made in Dollars as provided in subsection 2.12 of this Agreement.

Reimbursement Obligation of the Borrower. (a) The Borrower agrees to reimburse the Issuing Lender on the same Business Day next succeeding the Business Day on which the Issuing Lender notifies the Borrower of the date and amount of a draft presented under any Letter of Credit and paid by the Issuing Lender provided such notice is received by 1:00 P.M., New York City time, on such Business Day, and the next Business Day if such notice is received after such time. The Issuing Lender shall provide notice to the Borrower on each Business Day on which a draft is presented indicating the Dollar Equivalent of for the amount of (ia) such draft so paid (and, in the case of a Foreign L/C, the amount of such draft so paid stated in the applicable Alternative Currency) and (iib) any taxes, fees, charges or other costs or expenses incurred by the Issuing Lender in connection with such payment ((i) and (ii) collectively with any interest accruing pursuant to paragraph (b) below, the "Reimbursement Amount")payment. Each such payment shall be made to the Issuing Lender at its address for notices specified referred to herein in lawful money of the United States of America Dollars and in immediately available funds; provided, that, with respect to any Reimbursement Obligations of the Borrower arising from the presentment to the Issuing Lender of a draft under a Foreign L/C, the Borrower may make payment in the applicable Alternative Currency if such payment is received by the Issuing Lender on the date such draft is paid by the Issuing Lender. (b) . Interest shall be payable on the Dollar Equivalent of any and all such amounts remaining unpaid by the Borrower under this subsection from the date a on which the relevant draft presented under any Letter of Credit is paid by the Issuing Lender until payment in full at the rate set forth in (i) at until the rate which would be payable on any Loans that are Base Rate Loans at such time until such payment is required to be made pursuant to subsection 3.5(a)Business Day next succeeding the date of the relevant notice, Section 2.12(b) and (ii) thereafter, at Section 2.12(c). (b) Unless the rate Borrower shall have notified the Issuing Bank and the Administrative Agent prior to 11:00 a.m., Atlanta time, on the Business Day immediately prior to the date on which would such draft is honored that the Borrower intends to reimburse the Issuing Bank for the amount of such draft in funds other than from the proceeds of Loans, the Borrower shall be payable deemed to have timely given a notice of borrowing to the Administrative Agent requesting the Lenders to make an ABR Loan on the date on which such draft is honored in an exact amount due to the Issuing Bank. The Administrative Agent shall notify the Lenders of such borrowing in accordance with Section 2.2, and each Lender shall make the proceeds of its ABR Loan included in such borrowing available to the Administrative Agent for the account of the Issuing Bank in accordance with Section 2.2. The proceeds of such borrowing shall be applied directly by the Administrative Agent to reimburse the Issuing Bank for the amount of (a) such draft so paid and (b) any Loans that are Base Rate Loans at taxes, fees, charges or other costs or expenses incurred by the Issuing Lender in connection with such time which were then overduepayment. (c) For the avoidance of doubt, subject to the provisos If for any reason an ABR Loan may not be (as determined in the third sentence sole discretion of subsection 2.12(athe Administrative Agent), or is not, made in accordance with the foregoing provisions, then each L/C Participant (other than the Issuing Bank) shall be obligated to fund the participation that such L/C Participant purchased pursuant to Section 3.4(a) in an amount equal to such L/C Participant’s Revolving Percentage in the Issuing Lender’s obligations and the last sentence of subsection 3.5(a) of this Agreement, all payments due from the Borrower hereunder rights under and in respect of Foreign L/Cs (each Letter of Credit and Reimbursement Obligations in connection therewith) shall be made in Dollars the amount of each draft paid by the Issuing Lender thereunder on and as provided in subsection 2.12 of the date which such ABR Loan should have occurred pursuant to this AgreementSection 3.5.

Reimbursement Obligation of the Borrower. In order to induce the Issuing Banks to issue, extend and renew each Letter of Credit, the Borrower hereby agrees to reimburse or pay to each Issuing Bank, with respect to each Letter of Credit issued, extended or renewed by such Issuing Bank hereunder as follows: (a) The Borrower agrees to reimburse the Issuing Lender on the same Business Day on which the Issuing Lender notifies the Borrower of the date and amount of a if any draft presented under any Letter of Credit and paid is honored by such Issuing Bank or such Issuing Bank otherwise makes payment with respect thereto, the Issuing Lender provided such notice is received by 1:00 P.M., New York City time, on such Business Day, and the next Business Day if such notice is received after such time. The Issuing Lender shall provide notice to the Borrower on each Business Day on which a draft is presented indicating the Dollar Equivalent of the amount sum of (i) such draft so paid (and, in the case of a Foreign L/C, the amount paid by such Issuing Bank under or with respect to such Letter of such draft so paid stated in the applicable Alternative Currency) Credit, and (ii) the amount of any taxes, fees, charges or other costs or and expenses whatsoever incurred by the such Issuing Lender Bank in connection with any payment made by such payment ((i) and (ii) collectively with any interest accruing pursuant to paragraph (b) belowIssuing Bank under, the "Reimbursement Amount"). Each such payment shall be made to the Issuing Lender at its address for notices specified herein in lawful money of the United States of America and in immediately available funds; provided, that, or with respect to any Reimbursement Obligations to, such Letter of Credit, provided however, if the Borrower arising from the presentment to the does not reimburse such Issuing Lender of a draft under a Foreign L/C, the Borrower may make payment in the applicable Alternative Currency if such payment is received by the Issuing Lender Bank on the date Drawdown Date, such draft amount shall, provided that no Event of Default under Sections 12.1(g) or 12.1(h) has occurred, become automatically a Syndicated Loan which is paid by the Issuing Lender.a Base Rate Loan advanced hereunder in an amount equal to such sum; and (b) Interest upon the Maturity Date or the acceleration of the Reimbursement Obligations with respect to all Letters of Credit in accordance with Section 12, an amount equal to the then Maximum Drawing Amount of all Letters of Credit shall be payable on the Dollar Equivalent of any and all amounts remaining unpaid paid by the Borrower under this subsection from to the date a draft presented under any Letter of Credit is paid by the Issuing Lender until payment in full (i) at the rate which would be payable on any Loans that are Base Rate Loans at such time until such payment is required Administrative Agent to be made pursuant to subsection 3.5(a), and (ii) thereafter, at held as cash collateral for the rate which would be payable on any Loans that are Base Rate Loans at such time which were then overdueapplicable Reimbursement Obligations. (c) For the avoidance of doubt, subject to the provisos in the third sentence of subsection 2.12(a) and the last sentence of subsection 3.5(a) of this Agreement, all payments due from the Borrower hereunder in respect of Foreign L/Cs (and Reimbursement Obligations in connection therewith) shall be made in Dollars as provided in subsection 2.12 of this Agreement.

Reimbursement Obligation of the Borrower. (a) The In the event of any drawing under any Letter of Credit, the Borrower unconditionally agrees to reimburse (either with the proceeds of a Revolving Loan as provided for in this Section 2.03 or with funds from other sources), in same day funds, the applicable Issuing Lender on the same first Business Day after the date on which the such Issuing Lender notifies the Borrower of the date and amount of a draft presented paid by it under any Letter of Credit for the amount of (i) such draft so paid and paid (ii) any amounts referred to in Section 2.03(d)(iii) incurred by the such Issuing Lender provided in connection with such payment. In the case of a Letter of Credit denominated in a Foreign Currency, the Borrower shall reimburse the applicable Issuing Lender in such Foreign Currency, unless (A) the applicable Issuing Lender (at its option) shall have specified in such notice is received by 1:00 P.M.that it will require reimbursement in Dollars, New York City timeor (B) in the absence of any such requirement for reimbursement in Dollars, on such Business Day, and the next Business Day if such notice is received after such time. The Borrower shall have notified the applicable Issuing Lender shall provide promptly following receipt of the notice to of drawing that the Borrower on each Business Day on which will reimburse the applicable Issuing Lender in Dollars. In the case of any such reimbursement in Dollars of a draft is presented indicating drawing under a Letter of Credit denominated in a Foreign Currency, the applicable Issuing Lender (through the Administrative Agent) shall notify the Borrower of the Dollar Equivalent of the amount of the drawing promptly following the determination thereof. Unless the Borrower shall promptly (and in any event not later than 11:00 a.m. (Pacific Time) in the case of any Letter of Credit to be reimbursed in Dollars or the Applicable Time in the case of any Letter of Credit to be reimbursed in a Foreign Currency) on the applicable repayment date notify such Issuing Lender (and the Administrative Agent) that the Borrower intends to reimburse such Issuing Lender for such drawing from other sources or funds, the Borrower shall be deemed to have timely given a Borrowing Notice to the Administrative Agent requesting that the Lenders make a Revolving Loan as an Alternate Base Rate Loan on the applicable repayment date in the amount of (i) such draft so paid (andor, in the case of a Letter of Credit denominated in a Foreign L/CCurrency, the Dollar Equivalent of the amount of such draft so paid stated in the applicable Alternative Currencypaid) and (ii) any taxes, fees, charges or other costs or expenses amounts referred to in Section 2.03(d)(iii) incurred by the such Issuing Lender in connection with such payment payment, and the Lenders shall make a Revolving Loan as an Alternate Base Rate Loan in such amount on such first Business Day after the date of the notice from the applicable Issuing Lender ((ithrough the Administrative Agent) and (ii) collectively with any interest accruing pursuant to paragraph (b) belowthe Borrower referred to in the first sentence of this Section 2.03(f), the "Reimbursement Amount")proceeds of which shall be applied to reimburse such Issuing Lender for the amount of the related drawing and such fees and expenses. Each Lender acknowledges and agrees that its obligation to fund a Revolving Loan in accordance with this Section 2.03 to reimburse such payment shall be made to the Issuing Lender at its address for notices specified herein in lawful money of the United States of America and in immediately available funds; provided, that, with respect to any Reimbursement Obligations of the Borrower arising from the presentment to the Issuing Lender of a draft paid under a Foreign L/C, the Borrower may make payment in the applicable Alternative Currency if such payment is received by the Issuing Lender on the date such draft is paid by the Issuing Lender. (b) Interest shall be payable on the Dollar Equivalent of any and all amounts remaining unpaid by the Borrower under this subsection from the date a draft presented under any Letter of Credit issued by it is paid absolute and unconditional and shall not be affected by any circumstance whatsoever, including, without limitation, non-satisfaction of the conditions set forth in this Section 2.03 or Section 4.02. If the Borrower has elected to pay the amount of such drawing with funds from other sources and shall fail to reimburse such Issuing Lender until payment in full (i) as provided above, the unreimbursed amount of such drawing shall bear interest at the rate which would be payable on any Loans that are outstanding Alternate Base Rate Loans at such time until such payment is required to be made pursuant to subsection 3.5(a), and (ii) thereafter, at the rate which would be payable on any Loans that are Base Rate Loans at such time which were then overdue. overdue from the date such amounts become payable (cwhether at stated maturity, by acceleration or otherwise) For until payment in full. In the avoidance event that (x) a drawing of doubta Letter of Credit denominated in a Foreign Currency is to be reimbursed in Dollars pursuant to clause (B) of the second sentence of this subclause (f) and (y) the Dollar amount paid by the Borrower, subject whether on or after the applicable repayment date, shall not be adequate on the date of that payment to purchase in accordance with normal banking procedures a sum denominated in the Foreign Currency equal to the provisos drawing, the Borrower agrees, as a separate and independent obligation, to indemnify the applicable Issuing Lender for the loss resulting from its inability on that date to purchase the Foreign Currency in the third sentence full amount of subsection 2.12(a) and the last sentence of subsection 3.5(a) of this Agreement, all payments due from the Borrower hereunder in respect of Foreign L/Cs (and Reimbursement Obligations in connection therewith) shall be made in Dollars as provided in subsection 2.12 of this Agreementdrawing.

Reimbursement Obligation of the Borrower. (a) The In the event of any drawing under any Letter of Credit, the Borrower agrees to reimburse (either with the proceeds of a Revolving Credit Loan as provided for in this Section 3.5 or with funds from other sources), in the same day funds, the Issuing Lender on the same Business Day each date on which the Issuing Lender notifies the Borrower of the date and amount of a draft presented paid under any Letter of Credit and paid by the Issuing Lender provided such notice is received by 1:00 P.M., New York City time, on such Business Day, and the next Business Day if such notice is received after such time. The Issuing Lender shall provide notice to the Borrower on each Business Day on which a draft is presented indicating the Dollar Equivalent of for the amount of (ia) such draft so paid (and, in the case of a Foreign L/C, the amount of such draft so paid stated in the applicable Alternative Currency) and (iib) any taxes, fees, charges or other costs or expenses amounts referred to in Section 3.3(c) incurred by the Issuing Lender in connection with such payment payment. Unless the Borrower shall immediately notify the Issuing Lender that the Borrower intends to reimburse the Issuing Lender for such drawing from other sources or funds, the Borrower shall be deemed to have timely given a Notice of Borrowing to the Administrative Agent requesting that the Lenders make a Revolving Credit Loan bearing interest at the Base Rate on such date in the amount of ((ia) such draft so paid and (ii) collectively with any interest accruing pursuant to paragraph (b) below, the "Reimbursement Amount"). Each such payment shall be made any amounts referred to the Issuing Lender at its address for notices specified herein in lawful money of the United States of America and in immediately available funds; provided, that, with respect to any Reimbursement Obligations of the Borrower arising from the presentment to the Issuing Lender of a draft under a Foreign L/C, the Borrower may make payment in the applicable Alternative Currency if such payment is received Section 3.3(c) incurred by the Issuing Lender on in connection with such payment, and the date Lenders shall make a Revolving Credit Loan bearing interest at the Base Rate in such draft is paid by amount, the proceeds of which shall be applied to reimburse the Issuing Lender. (b) Interest shall be payable on Lender for the Dollar Equivalent amount of the related drawing and costs and expenses. Each Lender acknowledges and agrees that its obligation to fund a Revolving Credit Loan in accordance with this Section 3.5 to reimburse the Issuing Lender for any and all amounts remaining unpaid by the Borrower draft paid under this subsection from the date a draft presented under any Letter of Credit is paid absolute and unconditional and shall not be affected by any circumstance whatsoever, including, without limitation, non-satisfaction of the conditions set forth in Section 2.4(a) or Article V. If the Borrower has elected to pay the amount of such drawing with funds from other sources and shall fail to reimburse the Issuing Lender until payment in full (i) as provided above, the unreimbursed amount of such drawing shall bear interest at the rate which would be payable on any Loans that are outstanding Base Rate Loans at such time until such payment is required to be made pursuant to subsection 3.5(a), and (ii) thereafter, at the rate which would be payable on any Loans that are Base Rate Loans at such time which were then overdue. (c) For the avoidance of doubt, subject to the provisos in the third sentence of subsection 2.12(a) and the last sentence of subsection 3.5(a) of this Agreement, all payments due overdue from the Borrower hereunder date such amounts become payable (whether at stated maturity, by acceleration or otherwise) until payment in respect of Foreign L/Cs (and Reimbursement Obligations in connection therewith) shall be made in Dollars as provided in subsection 2.12 of this Agreementfull.

Reimbursement Obligation of the Borrower. (a) The Borrower agrees In order to reimburse induce the Issuing Lender on the same Business Day on which the Issuing Lender notifies the Borrower of the date Fronting Bank to issue, extend and amount of a draft presented under any renew each Letter of Credit and the Lenders to participate therein, the Borrower hereby agrees to reimburse or pay to the Fronting Bank, for the account of the Fronting Bank or (as the case may be) the Lenders, with respect to each Letter of Credit issued, extended or renewed by the Fronting Bank hereunder, (a) promptly upon notification by the Fronting Bank or the Agent that any draft presented under such Letter of Credit is honored by the Fronting Bank, or the Fronting Bank otherwise makes a payment with respect thereto, (i) the amount paid by the Issuing Lender provided Fronting Bank under or with respect to such notice is received by 1:00 P.M.Letter of Credit, New York City time, on such Business Day, and the next Business Day if such notice is received after such time. The Issuing Lender shall provide notice to the Borrower on each Business Day on which a draft is presented indicating the Dollar Equivalent of the amount of (i) such draft so paid (and, in the case of a Foreign L/C, the amount of such draft so paid stated in the applicable Alternative Currency) and (ii) any taxes, fees, charges or other costs or expenses incurred by the Issuing Lender in connection with such payment ((i) and (ii) collectively with any interest accruing amounts payable pursuant to paragraph §5.5 under, or with respect to, such Letter of Credit, and (b) belowupon the termination of the Total Commitment, or the acceleration of the Reimbursement Obligations with respect to all Letters of Credit in accordance with §14, an amount equal to the then Maximum Drawing Amount on all Letters of Credit, which amount shall be held by the Agent in an interest-bearing account (with interest to be added to such account) as cash collateral for the benefit of the Lenders and the Agent for all Reimbursement Obligations. Upon the expiration, termination or surrender without draw of any Letter of Credit, the "Reimbursement Amount")Agent shall release to the Borrower the cash collateral amount applicable to such Letter of Credit. Each such payment shall be made to the Issuing Lender at its address Agent for notices specified herein in lawful money the benefit of the United States of America and Fronting Bank or the Lenders, as applicable, at the Agent’s Head Office in immediately available funds; provided, that, with respect to any Reimbursement Obligations of the Borrower arising from the presentment to the Issuing Lender of a draft under a Foreign L/C, the Borrower may make payment in the applicable Alternative Currency if such payment is received by the Issuing Lender . Interest on the date such draft is paid by the Issuing Lender. (b) Interest shall be payable on the Dollar Equivalent of any and all amounts not converted to a Revolving Credit Loan pursuant to §5.3 and remaining unpaid by the Borrower under this subsection §5.2 at any time from the date a draft presented under any Letter of Credit is paid such amounts become due and payable (whether as stated in this §5.2, by the Issuing Lender acceleration or otherwise) until payment in full (iwhether before or after judgment) shall be payable to the Agent for the benefit of the Lenders on demand at the rate which would be payable specified in §4.9 for overdue principal on any Loans that are Base Rate Loans at such time until such payment is required to be made pursuant to subsection 3.5(a), and (ii) thereafter, at the rate which would be payable on any Loans that are Base Rate Loans at such time which were then overdueLoans. (c) For the avoidance of doubt, subject to the provisos in the third sentence of subsection 2.12(a) and the last sentence of subsection 3.5(a) of this Agreement, all payments due from the Borrower hereunder in respect of Foreign L/Cs (and Reimbursement Obligations in connection therewith) shall be made in Dollars as provided in subsection 2.12 of this Agreement.

Reimbursement Obligation of the Borrower. In order to induce the Fronting Banks to issue, extend, increase and renew Letters of Credit and the Revolving Credit Banks to participate therein, the Borrower hereby agrees, except as contemplated in §3.3, to reimburse or pay to the Agent, for the account of the applicable Fronting Bank or (as the case may be) the Revolving Credit Banks, with respect to each Letter of Credit issued, extended or renewed by such Fronting Bank hereunder, (a) The Borrower agrees to reimburse except as otherwise expressly provided in §3.2(b) and (c) or §3.3, promptly upon notification by a Fronting Bank or the Issuing Lender on the same Business Day on which the Issuing Lender notifies the Borrower of the date and amount of a Agent that any draft presented under any such Letter of Credit and paid is honored by the Issuing Lender provided such notice is received by 1:00 P.M.Fronting Bank, New York City timeor such Fronting Bank otherwise makes a payment with respect thereto, on such Business Day, and the next Business Day if such notice is received after such time. The Issuing Lender shall provide notice to the Borrower on each Business Day on which a draft is presented indicating the Dollar Equivalent of the amount of (i) such draft so paid (and, in the case of a Foreign L/C, the amount paid by such Fronting Bank under or with respect to such Letter of such draft so paid stated in the applicable Alternative Currency) Credit, and (ii) any taxes, fees, charges or other costs or expenses incurred by the Issuing Lender in connection with such payment ((i) and (ii) collectively with any interest accruing amounts payable pursuant to paragraph §5.6 under, or with respect to, such Letter of Credit, (b) belowupon the reduction (but not termination) of the Total Revolving Credit Commitment to an amount less than the then Outstanding Amount of all Letter of Credit Obligations, an amount equal to such difference, which amount shall be held by the "Agent in an interest-bearing account (with interest to be added to such account) as Cash Collateral for the benefit of the Revolving Credit Banks and the Agent for all Reimbursement Amount")Obligations, and (c) upon the termination of the Total Revolving Credit Commitment, or the acceleration of the Reimbursement Obligations with respect to all Letters of Credit in accordance with §14, an amount equal to the then Outstanding Amount of all Letter of Credit Obligations, which amount shall be held by the Agent in an interest-bearing account (with interest to be added to such account) as Cash Collateral for the benefit of the Revolving Credit Banks and the Agent for all Reimbursement Obligations. Each such payment shall be made to the Issuing Lender at its address Agent for notices specified herein in lawful money the benefit of the United States of America and Revolving Credit Banks at the Agent’s Funding Office for the applicable currency in immediately available funds; provided, that, with respect to any Reimbursement Obligations of Same Day Funds. In the Borrower arising from the presentment to the Issuing Lender case of a draft under a Foreign L/CLetter of Credit denominated in an Alternative Currency, the Borrower may make payment shall reimburse the applicable Fronting Bank in such Alternative Currency, unless (A) such Fronting Bank (at its option) shall have specified in such notice that it will require reimbursement in Dollars, or (B) in the absence of any such requirement for reimbursement in Dollars, the Borrower shall have notified such Fronting Bank promptly following receipt of the notice of drawing that the Borrower will reimburse such Fronting Bank in Dollars. In the case of any such reimbursement in Dollars of a drawing under a Letter of Credit denominated in an Alternative Currency, the applicable Alternative Currency if such payment is received by Fronting Bank shall notify the Issuing Lender on the date such draft is paid by the Issuing Lender. (b) Interest shall be payable on Borrower of the Dollar Equivalent of the amount of the drawing promptly following the determination thereof. In the event that (A) a drawing denominated in an Alternative Currency is to be reimbursed in Dollars pursuant to the second sentence in this §3.2 and (B) the Dollar amount paid by the Borrower shall not be adequate on the date of that payment to purchase in accordance with normal banking procedures a sum denominated in the Alternative Currency equal to the drawing, the Borrower agrees, as a separate and independent obligation, to indemnify such Fronting Bank for the loss resulting from its inability on that date to purchase the Alternative Currency in the full amount of the drawing. Interest on any and all amounts not converted to a Revolving Credit Loan pursuant to §3.3 and remaining unpaid by the Borrower under this subsection §3.2 at any time from the date a draft presented under any Letter of Credit is paid such amounts become due and payable (whether as stated in this §3.2, by the Issuing Lender acceleration or otherwise) until payment in full (iwhether before or after judgment) shall be payable to the Agent for the benefit of the Revolving Credit Banks on demand at the rate which would be payable specified in §5.10 for overdue principal on any Loans that are Base Rate Loans at such time until such payment is required to be made pursuant to subsection 3.5(a), and (ii) thereafter, at the rate which would be payable on any Loans that are Base Rate Loans at such time which were then overdueLoans. (c) For the avoidance of doubt, subject to the provisos in the third sentence of subsection 2.12(a) and the last sentence of subsection 3.5(a) of this Agreement, all payments due from the Borrower hereunder in respect of Foreign L/Cs (and Reimbursement Obligations in connection therewith) shall be made in Dollars as provided in subsection 2.12 of this Agreement.

Reimbursement Obligation of the Borrower. (a) The In the event of any drawing under any Letter of Credit, the Borrower agrees to reimburse (either with the proceeds of a Revolving Credit Loan as provided for in this Section 3.5 or with funds from other sources), the Issuing Lender not later than 1:00 p.m. on the same next succeeding Business Day on which the Issuing Lender notifies the Borrower of the date and amount of a draft presented under any Letter of Credit and paid by the Issuing Lender provided such notice is received by 1:00 P.M., New York City time, on such Business Day, and the next Business Day if such notice is received after such time. The Issuing Lender shall provide notice to the Borrower on each Business Day on which a draft is presented indicating the Dollar Equivalent of for the amount of (ia) such draft so paid (and, in the case of a Foreign L/C, the amount of such draft so paid stated in the applicable Alternative Currency) and (iib) any taxes, fees, charges or other costs or expenses amounts referred to in Section 3.3(c) incurred by the Issuing Lender in connection with such payment payment. The Issuing Lender shall deliver written notice of any drawing under a Letter of Credit to the Administrative Agent and the Borrower. Unless the Borrower shall immediately notify the Issuing Lender that the Borrower intends to reimburse the Issuing Lender for such drawing from other sources or funds, the Borrower shall be deemed to have timely given a Notice of Borrowing to the Administrative Agent requesting that the Revolving Credit Lenders make a Revolving Credit Loan bearing interest at the Base Rate on such date in the amount of ((ia) such draft so paid and (ii) collectively with any interest accruing pursuant to paragraph (b) below, the "Reimbursement Amount"). Each such payment shall be made any amounts referred to the Issuing Lender at its address for notices specified herein in lawful money of the United States of America and in immediately available funds; provided, that, with respect to any Reimbursement Obligations of the Borrower arising from the presentment to the Issuing Lender of a draft under a Foreign L/C, the Borrower may make payment in the applicable Alternative Currency if such payment is received Section 3.3(c) incurred by the Issuing Lender on in connection with such payment, and the date Revolving Credit Lenders shall make a Revolving Credit Loan bearing interest at the Base Rate in such draft is paid by amount, the proceeds of which shall be applied to reimburse the Issuing Lender. (b) Interest shall be payable on Lender for the Dollar Equivalent amount of the related drawing and costs and expenses. Each Revolving Credit Lender acknowledges and agrees that its obligation to fund a Revolving Credit Loan in accordance with this Section 3.5 to reimburse the Issuing Lender for any and all amounts remaining unpaid by the Borrower draft paid under this subsection from the date a draft presented under any Letter of Credit is paid absolute and unconditional and shall not be affected by any circumstance whatsoever, including, without limitation, non-satisfaction of the conditions set forth in Section 2.3(a) or Article VI. If the Borrower has elected to pay the amount of such drawing with funds from other sources and shall fail to reimburse the Issuing Lender until payment in full (i) as provided above, the unreimbursed amount of such drawing shall bear interest at the rate which would be payable on any Loans that are outstanding Base Rate Loans at such time until such payment is required to be made pursuant to subsection 3.5(a), and (ii) thereafter, at the rate which would be payable on any Loans that are Base Rate Loans at such time which were then overdue. (c) For the avoidance of doubt, subject to the provisos in the third sentence of subsection 2.12(a) and the last sentence of subsection 3.5(a) of this Agreement, all payments due overdue from the Borrower hereunder date such amounts become payable (whether at stated maturity, by acceleration or otherwise) until payment in respect of Foreign L/Cs (and Reimbursement Obligations in connection therewith) shall be made in Dollars as provided in subsection 2.12 of this Agreementfull.

Reimbursement Obligation of the Borrower. In order to induce the Issuing Banks to issue, extend and renew each Letter of Credit, the Borrower hereby agrees to reimburse or pay to each Issuing Bank, with respect to each Letter of Credit issued, extended or renewed by such Issuing Bank hereunder, as follows: (a) The Borrower agrees to reimburse the Issuing Lender on the same Business Day on which the Issuing Lender notifies the Borrower of the date and amount of a if any draft presented under any Letter of Credit and paid is honored by such Issuing Bank or such Issuing Bank otherwise makes payment with respect thereto, the Issuing Lender provided such notice is received by 1:00 P.M., New York City time, on such Business Day, and the next Business Day if such notice is received after such time. The Issuing Lender shall provide notice to the Borrower on each Business Day on which a draft is presented indicating the Dollar Equivalent of the amount sum of (i) the amount paid by such draft so paid Issuing Bank under or with respect to such Letter of Credit (and, except that in the case of a Foreign L/Cpayment in Canadian Dollars, it shall reimburse or pay the amount of such draft so paid stated in the applicable Alternative Currency) U.S. Dollar Equivalent thereof), and (ii) the amount of any taxes, fees, charges or other costs or and expenses whatsoever incurred by the such Issuing Lender Bank in connection with any payment made by such payment ((i) and (ii) collectively Issuing Bank under, or with any interest accruing pursuant to paragraph (b) belowrespect to, the "Reimbursement Amount"). Each such payment shall be made to the Issuing Lender at its address for notices specified herein in lawful money Letter of the United States of America and in immediately available fundsCredit; provided, thathowever, with respect if the Borrower does not reimburse such Issuing Bank on the Drawdown Date, such amount shall, provided that no Event of Default under §§12.1(g) or 12.1(h) has occurred, become automatically a Base Rate Syndicated Loan advanced hereunder in an amount equal to any Reimbursement Obligations such sum (and the Administrative Agent shall notify the Banks upon receipt of the Borrower arising notice thereof from the presentment applicable Issuing Bank pursuant to §3.5, which notice shall be deemed to constitute a Syndicated Loan Request and satisfy the Issuing Lender requirements of a draft under a Foreign L/C, the Borrower may make payment in the applicable Alternative Currency if such payment is received by the Issuing Lender on the date such draft is paid by the Issuing Lender.§2.6); and (b) Interest upon the date that is five (5) Business Days prior to the Maturity Date (or, if such day is not a Business Day, the next preceding Business Day) or the acceleration of the Reimbursement Obligations with respect to all Letters of Credit in accordance with §12, an amount equal to the then Maximum Drawing Amount of all outstanding Letters of Credit shall be payable on the Dollar Equivalent of any and all amounts remaining unpaid paid by the Borrower under this subsection from to the date a draft presented under any Letter of Credit is paid by the Issuing Lender until payment in full (i) at the rate which would be payable on any Loans that are Base Rate Loans at such time until such payment is required Administrative Agent to be made pursuant to subsection 3.5(a)held as cash collateral for the applicable Reimbursement Obligations, and (ii) thereafter, at the rate which would be payable on any Loans that are Base Rate Loans at such time which were then overdue. (c) For the avoidance of doubt, subject Borrower hereby grants to the provisos in the third sentence of subsection 2.12(a) and the last sentence of subsection 3.5(a) of this Agreement, all payments due from the Borrower hereunder in respect of Foreign L/Cs (and Reimbursement Obligations in connection therewith) shall be made in Dollars as provided in subsection 2.12 of this AgreementAdministrative Agent a security interest therein.

Reimbursement Obligation of the Borrower. (a) The Borrower agrees In order to reimburse induce the Issuing Lender on the same Business Day on which the Issuing Lender notifies the Borrower of the date L/C Issuer to issue, extend and amount of a draft presented under any renew each Letter of Credit and the Revolving Credit Lenders to participate therein, the Borrower hereby agrees to reimburse or pay to the L/C Issuer, for the account of the L/C Issuer or (as the case may be) the Revolving Credit Lenders, with respect to each Letter of Credit issued, extended or amended by the L/C Issuer hereunder, (a) except as otherwise expressly provided in §4.2(b) and (c), not later than 11:00 a.m. (Boston time) on each date that any draft presented under such Letter of Credit is honored (the “Honor Date”) by the L/C Issuer, or the L/C Issuer otherwise makes a payment with respect thereto, (i) the amount paid by the Issuing Lender provided such notice is received by 1:00 P.M., New York City time, on such Business Day, and the next Business Day if such notice is received after such time. The Issuing Lender shall provide notice to the Borrower on each Business Day on which a draft is presented indicating the Dollar Equivalent of the amount of (i) such draft so paid (and, in the case of a Foreign L/CC Issuer under or with respect to such Letter of Credit, the amount of such draft so paid stated in the applicable Alternative Currency) and (ii) the amount of any taxes, fees, charges or other costs or and expenses whatsoever incurred by the Issuing L/C Issuer or any Lender in connection with any payment made by the L/C Issuer or any Lender under, or with respect to, such payment ((i) and (ii) collectively with any interest accruing pursuant to paragraph Letter of Credit, (b) belowupon the reduction (but not termination) of the Total Commitment to an amount less than the Maximum Drawing Amount, an amount equal to such difference, which amount shall be held by the "Administrative Agent for the benefit of the Lenders and the L/C Issuer as Cash Collateral for all Reimbursement Amount")Obligations, and (c) upon the termination of the Total Commitment, or the acceleration of the Reimbursement Obligations with respect to all Letters of Credit in accordance with §13, an amount equal to the then Maximum Drawing Amount on all Letters of Credit, which amount shall be held by the Administrative Agent for the benefit of the Lenders and the L/C Issuer as Cash Collateral for all Reimbursement Obligations. Each such payment shall be made to the Issuing Lender L/C Issuer at its address for notices specified herein in lawful money of the United States of America and Administrative Agent’s Office in immediately available funds; provided, that, with respect to any Reimbursement Obligations of the Borrower arising from the presentment to the Issuing Lender of a draft under a Foreign L/C, the Borrower may make payment in the applicable Alternative Currency if such payment is received by the Issuing Lender . Interest on the date such draft is paid by the Issuing Lender. (b) Interest shall be payable on the Dollar Equivalent of any and all amounts remaining unpaid by the Borrower under this subsection §4.2 at any time from the date a draft presented under any Letter of Credit is paid such amounts become due and payable (whether as stated in this §4.2, by the Issuing Lender acceleration or otherwise) until payment in full (iwhether before or after judgment) shall be payable to the Administrative Agent, for the benefit of the Lenders and the L/C Issuer, on demand at the rate which would be payable specified in §5.10 for overdue principal on any Loans that are Base Rate Loans at such time until such payment is required to be made pursuant to subsection 3.5(a), and (ii) thereafter, at the rate which would be payable on any Loans that are Base Rate Loans at such time which were then overdueRevolving Credit Loans. (c) For the avoidance of doubt, subject to the provisos in the third sentence of subsection 2.12(a) and the last sentence of subsection 3.5(a) of this Agreement, all payments due from the Borrower hereunder in respect of Foreign L/Cs (and Reimbursement Obligations in connection therewith) shall be made in Dollars as provided in subsection 2.12 of this Agreement.

Reimbursement Obligation of the Borrower. (a) The In the event of any drawing under any Letter of Credit, the Borrower agrees to reimburse (either with the proceeds of a Revolving Credit Loan as provided for in this Section or with funds from other sources), in same day funds, the Issuing Lender on the same Business Day each date on which the Issuing Lender notifies the Borrower of the date and amount of a draft presented paid under any Letter of Credit and paid by the Issuing Lender provided such notice is received by 1:00 P.M., New York City time, on such Business Day, and the next Business Day if such notice is received after such time. The Issuing Lender shall provide notice to the Borrower on each Business Day on which a draft is presented indicating the Dollar Equivalent of for the amount of (ia) such draft so paid (and, in the case of a Foreign L/C, the amount of such draft so paid stated in the applicable Alternative Currency) and (iib) any taxes, fees, charges or other costs or expenses amounts referred to in Section 3.3(c) incurred by the Issuing Lender in connection with such payment payment. Unless the Borrower shall immediately notify the Issuing Lender that the Borrower intends to reimburse the Issuing Lender for such drawing from other sources or funds, the Borrower shall be deemed to have timely given a Notice of Borrowing to the Administrative Agent requesting that the Lenders make a Revolving Credit Borrowing of Base Rate Loans on such date in the amount of ((ia) such draft so paid and (ii) collectively with any interest accruing pursuant to paragraph (b) below, the "Reimbursement Amount"). Each such payment shall be made any amounts referred to the Issuing Lender at its address for notices specified herein in lawful money of the United States of America and in immediately available funds; provided, that, with respect to any Reimbursement Obligations of the Borrower arising from the presentment to the Issuing Lender of a draft under a Foreign L/C, the Borrower may make payment in the applicable Alternative Currency if such payment is received Section 3.3(c) incurred by the Issuing Lender on in connection with such payment, and the date Lenders shall make a Revolving Credit Borrowing of Base Rate Loans in such draft is paid by amount, the proceeds of which shall be applied to reimburse the Issuing Lender. (b) Interest shall be payable on Lender for the Dollar Equivalent amount of the related drawing and costs and expenses. Each Lender acknowledges and agrees that its obligation to fund a Revolving Credit Loan in accordance with this Section to reimburse the Issuing Lender for any and all amounts remaining unpaid by the Borrower draft paid under this subsection from the date a draft presented under any Letter of Credit is paid absolute and unconditional and shall not be affected by any circumstance whatsoever, including, without limitation, non-satisfaction of the conditions set forth in Section 2.3(a) or Article V. If the Borrower has elected to pay the amount of such drawing with funds from other sources and shall fail to reimburse the Issuing Lender until payment in full (i) as provided above or if the amount of such drawing is not fully funded through a Revolving Credit Loan as provided above, the unreimbursed amount of such drawing shall bear interest at the rate which would be payable on any Loans that are outstanding Base Rate Loans at such time until such payment is required to be made pursuant to subsection 3.5(a), and (ii) thereafter, at the rate which would be payable on any Loans that are Base Rate Loans at such time which were then overdue. (c) For the avoidance of doubt, subject to the provisos in the third sentence of subsection 2.12(a) and the last sentence of subsection 3.5(a) of this Agreement, all payments due overdue from the Borrower hereunder date such amounts become payable (whether at stated maturity, by acceleration or otherwise) until payment in respect of Foreign L/Cs (and Reimbursement Obligations in connection therewith) shall be made in Dollars as provided in subsection 2.12 of this Agreementfull.

Reimbursement Obligation of the Borrower. (a) The In the event of any drawing under any Letter of Credit, the Borrower agrees to reimburse (either with the proceeds of a Revolving Credit Loan as provided for in this Section or with funds from other sources), in same day funds, the Issuing Lender on the same Business Day each date on which the Issuing Lender notifies the Borrower of the date and amount of a draft presented paid under any Letter of Credit and paid by the Issuing Lender provided such notice is received by 1:00 P.M., New York City time, on such Business Day, and the next Business Day if such notice is received after such time. The Issuing Lender shall provide notice to the Borrower on each Business Day on which a draft is presented indicating the Dollar Equivalent of for the amount of the sum of: (ia) such draft so paid (and, in the case of a Foreign L/C, the amount of such draft so paid stated in the applicable Alternative Currency) and (iib) any taxes, fees, charges or other costs or expenses amounts referred to in Section 3.3(c) incurred by the Issuing Lender in connection with such payment payment. Unless the Borrower shall immediately notify the Issuing Lender that the Borrower intends to reimburse the Issuing Lender for such drawing from other sources or funds, the Borrower shall be deemed to have timely given a Notice of Borrowing to the Administrative Agent requesting that the Revolving Credit Lenders make a Revolving Credit Loan bearing interest at the Base Rate plus the Applicable Margin on such date in the amount of the sum of: ((ia) such draft so paid and (ii) collectively with any interest accruing pursuant to paragraph (b) below, the "Reimbursement Amount"). Each such payment shall be made any amounts referred to the Issuing Lender at its address for notices specified herein in lawful money of the United States of America and in immediately available funds; provided, that, with respect to any Reimbursement Obligations of the Borrower arising from the presentment to the Issuing Lender of a draft under a Foreign L/C, the Borrower may make payment in the applicable Alternative Currency if such payment is received Section 3.3(c) incurred by the Issuing Lender on in connection with such payment, and the date Revolving Credit Lenders shall make a Revolving Credit Loan bearing interest at the Base Rate plus the Applicable Margin in such draft is paid by amount, the proceeds of which shall be applied to reimburse the Issuing Lender. (b) Interest shall be payable on Lender for the Dollar Equivalent amount of the related drawing and costs and expenses. Each Revolving Credit Lender acknowledges and agrees that its obligation to fund a Revolving Credit Loan in accordance with this Section to reimburse the Issuing Lender for any and all amounts remaining unpaid by the Borrower draft paid under this subsection from the date a draft presented under any Letter of Credit is paid absolute and unconditional and shall not be affected by any circumstance whatsoever, including, without limitation, non-satisfaction of the conditions set forth in Section 2.3(a) or Article VI If the Borrower has elected to pay the amount of such drawing with funds from other sources and shall fail to reimburse the Issuing Lender until payment in full (i) as provided above, the unreimbursed amount of such drawing shall bear interest at the rate which would be payable on any outstanding Revolving Credit Loans that which are Base Rate Loans at such time until such payment is required to be made pursuant to subsection 3.5(a), and (ii) thereafter, at the rate which would be payable on any Loans that are Base Rate Loans at such time which were then overdue. (c) For the avoidance of doubt, subject to the provisos in the third sentence of subsection 2.12(a) and the last sentence of subsection 3.5(a) of this Agreement, all payments due overdue from the Borrower hereunder date such amounts become payable (whether at stated maturity, by acceleration or otherwise) until payment in respect of Foreign L/Cs (and Reimbursement Obligations in connection therewith) shall be made in Dollars as provided in subsection 2.12 of this Agreementfull.

Reimbursement Obligation of the Borrower. (a) The In the event of any drawing under any Letter of Credit, the Borrower agrees to reimburse (either with the proceeds of a Revolving Credit Loan as provided for in this Section or with funds from other sources), in same day funds, the applicable Issuing Lender on the same Business Day each date on which the such Issuing Lender notifies the Borrower of the date and amount of a draft presented paid under any Letter of Credit and paid by the Issuing Lender provided such notice is received by 1:00 P.M., New York City time, on such Business Day, and the next Business Day if such notice is received after such time. The Issuing Lender shall provide notice to the Borrower on each Business Day on which a draft is presented indicating the Dollar Equivalent of for the amount of (ia) such draft so paid (and, in the case of a Foreign L/C, the amount of such draft so paid stated in the applicable Alternative Currency) and (iib) any taxes, fees, charges or other costs or expenses amounts referred to in Section 3.3(c) incurred by the such Issuing Lender in connection with such payment payment. Unless the Borrower shall immediately notify the Administrative Agent and the applicable Issuing Lender that the Borrower intends to reimburse such Issuing Lender for such drawing from other sources or funds, the Borrower shall be deemed to have timely given a Notice of Borrowing to the Administrative Agent requesting that the Revolving Credit Lenders make a Revolving Credit Loan bearing interest at the Base Rate on such date in the amount of ((ia) such draft so paid and (ii) collectively with any interest accruing pursuant to paragraph (b) belowany amounts referred to in Section 3.3(c) incurred by such Issuing Lender in connection with such payment, and the Revolving Credit Lenders shall make a Revolving Credit Loan bearing interest at the Base Rate in such amount, the "Reimbursement Amount")proceeds of which shall be applied to reimburse such Issuing Lender for the amount of the related drawing and costs and expenses. Each such payment shall be made Revolving Credit Lender acknowledges and agrees that its obligation to fund a Revolving Credit Loan in accordance with this Section to reimburse the applicable Issuing Lender at its address for notices specified herein in lawful money of the United States of America and in immediately available funds; provided, that, with respect to any Reimbursement Obligations of the Borrower arising from the presentment to the Issuing Lender of a draft paid under a Foreign L/C, the Borrower may make payment in the applicable Alternative Currency if such payment is received by the Issuing Lender on the date such draft is paid by the Issuing Lender. (b) Interest shall be payable on the Dollar Equivalent of any and all amounts remaining unpaid by the Borrower under this subsection from the date a draft presented under any Letter of Credit is paid absolute and unconditional and shall not be affected by any circumstance whatsoever, including, without limitation, non-satisfaction of the conditions set forth in Section 2.3(a) or Article V. If the Borrower has elected to pay the amount of such drawing with funds from other sources and shall fail to reimburse the applicable Issuing Lender until payment in full (i) as provided above, the unreimbursed amount of such drawing shall bear interest at the rate which would be payable on any Loans that are outstanding Base Rate Loans at such time until such payment is required to be made pursuant to subsection 3.5(a), and (ii) thereafter, at the rate which would be payable on any Loans that are Base Rate Loans at such time which were then overdue. (c) For the avoidance of doubt, subject to the provisos in the third sentence of subsection 2.12(a) and the last sentence of subsection 3.5(a) of this Agreement, all payments due overdue from the Borrower hereunder date such amounts become payable (whether at stated maturity, by acceleration or otherwise) until payment in respect of Foreign L/Cs (and Reimbursement Obligations in connection therewith) shall be made in Dollars as provided in subsection 2.12 of this Agreementfull.

Reimbursement Obligation of the Borrower. (a) The In the event of any drawing under any Letter of Credit, the Borrower agrees to reimburse (either with the proceeds of a Revolving Credit Loan as provided for in this Section or with funds from other sources), in same day funds, the Issuing Lender on the same Business Day each date on which the Issuing Lender notifies the Borrower of the date and amount of a draft presented paid under any Letter of Credit and paid by the Issuing Lender provided such notice is received by 1:00 P.M., New York City time, on such Business Day, and the next Business Day if such notice is received after such time. The Issuing Lender shall provide notice to the Borrower on each Business Day on which a draft is presented indicating the Dollar Equivalent of for the amount of (ia) such draft so paid (and, in the case of a Foreign L/C, the amount of such draft so paid stated in the applicable Alternative Currency) and (iib) any taxes, fees, charges or other costs or expenses amounts referred to in Section 3.3(c) incurred by the Issuing Lender in connection with such payment payment. Unless the Borrower shall immediately notify the Issuing Lender that the Borrower intends to reimburse the Issuing Lender for such drawing from other sources or funds, the Borrower shall be deemed to have timely given a Notice of Borrowing to the Administrative Agent requesting that the Revolving Credit Lenders make a Revolving Credit Loan as a Base Rate Loan on such date in the amount of ((ia) such draft so paid and (ii) collectively with any interest accruing pursuant to paragraph (b) below, the "Reimbursement Amount"). Each such payment shall be made any amounts referred to the Issuing Lender at its address for notices specified herein in lawful money of the United States of America and in immediately available funds; provided, that, with respect to any Reimbursement Obligations of the Borrower arising from the presentment to the Issuing Lender of a draft under a Foreign L/C, the Borrower may make payment in the applicable Alternative Currency if such payment is received Section 3.3(c) incurred by the Issuing Lender on in connection with such payment, and the date Revolving Credit Lenders shall make a Revolving Credit Loan as a Base Rate Loan in such draft is paid by amount, the proceeds of which shall be applied to reimburse the Issuing Lender. (b) Interest shall be payable on Lender for the Dollar Equivalent amount of the related drawing and costs and expenses. Each Revolving Credit Lender acknowledges and agrees that its obligation to fund a Revolving Credit Loan in accordance with this Section to reimburse the Issuing Lender for any and all amounts remaining unpaid by the Borrower draft paid under this subsection from the date a draft presented under any Letter of Credit is paid absolute and unconditional and shall not be affected by any circumstance whatsoever, including, without limitation, non-satisfaction of the conditions set forth in Section 2.3(a) or Article VI. If the Borrower has elected to pay the amount of such drawing with funds from other sources and shall fail to reimburse the Issuing Lender until payment in full (i) as provided above, the unreimbursed amount of such drawing shall bear interest at the rate which would be payable on any Loans that are outstanding Base Rate Loans at such time until such payment is required to be made pursuant to subsection 3.5(a), and (ii) thereafter, at the rate which would be payable on any Loans that are Base Rate Loans at such time which were then overdue. (c) For the avoidance of doubt, subject to the provisos in the third sentence of subsection 2.12(a) and the last sentence of subsection 3.5(a) of this Agreement, all payments due overdue from the Borrower hereunder date such amounts become payable (whether at stated maturity, by acceleration or otherwise) until payment in respect of Foreign L/Cs (and Reimbursement Obligations in connection therewith) shall be made in Dollars as provided in subsection 2.12 of this Agreementfull.

Reimbursement Obligation of the Borrower. (a) The In the event of any drawing under any Letter of Credit, the Borrower agrees to reimburse (either with the proceeds of a Revolving Credit Loan as provided for in this Section or with funds from other sources), in same day funds, the applicable Issuing Lender on the same Business Day each date on which the such Issuing Lender notifies the Borrower of the date and amount of a draft presented paid under any Letter of Credit and paid by the Issuing Lender provided such notice is received by 1:00 P.M., New York City time, on such Business Day, and the next Business Day if such notice is received after such time. The Issuing Lender shall provide notice to the Borrower on each Business Day on which a draft is presented indicating the Dollar Equivalent of for the amount of (ia) such draft so paid (and, in the case of a Foreign L/C, the amount of such draft so paid stated in the applicable Alternative Currency) and (iib) any taxes, fees, charges or other costs or expenses amounts referred to in Section 3.3(c) incurred by the such Issuing Lender in connection with such payment payment. Unless the Borrower shall immediately notify the Administrative Agent and the applicable Issuing Lender that the Borrower intends to reimburse such Issuing Lender for such drawing from other sources or funds, the Borrower shall be deemed to have timely given a Notice of Borrowing to the Administrative Agent requesting that the Revolving Credit Lenders make a Revolving Credit Loan bearing interest at the Base Rate on such date in the amount of ((ia) such draft so paid and (ii) collectively with any interest accruing pursuant to paragraph (b) belowany amounts referred to in Section 3.3(c) incurred by such Issuing Lender in connection with such payment, and the Revolving Credit Lenders shall make a Revolving Credit Loan bearing interest at the Base Rate in such amount, the "Reimbursement Amount")proceeds of which shall be applied to reimburse such Issuing Lender for the amount of the related drawing and costs and expenses. Each such payment shall be made Revolving Credit Lender acknowledges and agrees that its obligation to fund a Revolving Credit Loan in accordance with this Section to reimburse the applicable Issuing Lender at its address for notices specified herein in lawful money of the United States of America and in immediately available funds; provided, that, with respect to any Reimbursement Obligations of the Borrower arising from the presentment to the Issuing Lender of a draft paid under a Foreign L/C, the Borrower may make payment in the applicable Alternative Currency if such payment is received by the Issuing Lender on the date such draft is paid by the Issuing Lender. (b) Interest shall be payable on the Dollar Equivalent of any and all amounts remaining unpaid by the Borrower under this subsection from the date a draft presented under any Letter of Credit is paid absolute and unconditional and shall not be affected by any circumstance whatsoever, including non-satisfaction of the conditions set forth in Section 2.3(a) or Article V. If the Borrower has elected to pay the amount of such drawing with funds from other sources and shall fail to reimburse the applicable Issuing Lender until payment in full (i) as provided above, the unreimbursed amount of such drawing shall bear interest at the rate which that would be payable on any Loans that are outstanding Base Rate Loans at such time until such payment is required to be made pursuant to subsection 3.5(a), and (ii) thereafter, at the rate which would be payable on any Loans that are Base Rate Loans at such time which were then overdue. (c) For the avoidance of doubt, subject to the provisos in the third sentence of subsection 2.12(a) and the last sentence of subsection 3.5(a) of this Agreement, all payments due overdue from the Borrower hereunder date such amounts become payable (whether at stated maturity, by acceleration or otherwise) until payment in respect of Foreign L/Cs (and Reimbursement Obligations in connection therewith) shall be made in Dollars as provided in subsection 2.12 of this Agreementfull.

Reimbursement Obligation of the Borrower. (a) The Borrower ---------------------------------------- agrees to reimburse the Issuing Lender on (it being understood that such reimbursement shall be effected by means of a borrowing of Loans unless the same Business Day on which Managing Agents shall determine in their sole discretion that such Loans may not be made for such purpose as a result of a Default or Event of Default pursuant to Section 9(f)), upon receipt of notice from the Issuing Lender notifies the Borrower of the date and ------------ amount of a draft presented under any Letter of Credit and paid by the Issuing Lender provided such notice is received by 1:00 P.M.Lender, New York City time, on such Business Day, and the next Business Day if such notice is received after such time. The Issuing Lender shall provide notice to the Borrower on each Business Day on which a draft is presented indicating the Dollar Equivalent of for the amount of (i) such draft so paid (and, in the case of a Foreign L/C, the amount of such draft so paid stated in the applicable Alternative Currency) and (ii) any taxes, fees, charges or other costs or expenses incurred by the Issuing Lender in connection with such payment ((i) and (ii) collectively with any interest accruing pursuant to paragraph (b) below, the "Reimbursement Amount")payment. Each such payment shall be made to the Issuing Lender Lender, at its address for notices specified herein in lawful money of the United States of America Dollars and in immediately available funds; provided, that, with respect to any Reimbursement Obligations of the Borrower arising from the presentment to the Issuing Lender of a draft under a Foreign L/C, the Borrower may make payment in the applicable Alternative Currency if such payment is received by the Issuing Lender on the date on which the Borrower receives such draft is paid by notice, if received prior to 1:00 P.M., New York City time, on a Business Day and otherwise on the Issuing Lendernext succeeding Business Day. (b) Interest shall be payable on the Dollar Equivalent of any and all amounts remaining unpaid by the Borrower under this subsection Section 3.5, (i) from the date a the draft ----------- presented under any the affected Letter of Credit is paid by to the Issuing Lender date on which the Borrower is required to pay such amounts pursuant to paragraph (a) above at a rate per annum equal to the ABR plus the Applicable Margin and (ii) thereafter ---- until payment in full (i) at the rate which would be payable on any Loans that are Base Rate Loans at such time until such payment is required to be made pursuant to subsection 3.5(a), and (ii) thereafter, at the rate which would be payable on any Loans that are Base Rate Loans at such time which were then overdue. (c) For . Except as otherwise specified in Section 3.5(a), each drawing -------------- under any Letter of Credit shall constitute a request by the avoidance of doubt, subject Borrower to the provisos Administrative Agent for a borrowing of Loans that are ABR Loans pursuant to Section 2.3 in the third sentence amount of subsection 2.12(a) such drawing. The Borrowing Date with ----------- respect to such borrowing shall be the date of payment of such drawing and the last sentence proceeds of subsection 3.5(a) of this Agreement, all payments due from the Borrower hereunder in respect of Foreign L/Cs (and Reimbursement Obligations in connection therewith) such Loans shall be made in Dollars as provided in subsection 2.12 applied by the Administrative Agent to reimburse the Issuing Lender for the amounts paid under such Letter of this AgreementCredit.

Reimbursement Obligation of the Borrower. (a) Drafts drawn under each Letter of Credit shall be deemed to be drafts drawn under Tranche D Letters of Credit for so long as there are any undrawn Tranche D Letters of Credit and thereafter shall be deemed to be drafts drawn under RC Letters of Credit. The Borrower agrees to reimburse the Issuing Lender on the same Business Day on which the Issuing Lender notifies in accordance with this Section upon notification of the Borrower of the date and amount of a draft presented under any Letter of Credit and paid by the Issuing Lender provided such notice is received by 1:00 P.M., New York City time, on such Business Day, and the next Business Day if such notice is received after such time. The Issuing Lender shall provide notice to the Borrower on each Business Day on which a draft is presented indicating the Dollar Equivalent of for the amount of (ia) such draft so paid (and, in the case of a Foreign L/C, the amount of such draft so paid stated in the applicable Alternative Currency) and (iib) any taxes, fees, charges or other costs or expenses incurred by the Issuing Lender in connection with such payment ((i) and (ii) collectively with payment. In the case of RC Letters of Credit, if the Borrower is notified as provided in the immediately preceding sentence by 2:00 P.M., New York City time, on any interest accruing pursuant to paragraph (b) belowday, then the Borrower shall so reimburse the Issuing Lender by 12:00 Noon, New York City time, on the next succeeding Business Day, and, if so notified after 2:00 P.M., New York City time, on any day, the "Borrower shall so reimburse the Issuing Lender by 12:00 Noon, New York City time, on the second succeeding Business Day. In the case of Tranche D Letters of Credit, the Tranche D LC Reimbursement Amount")Amount shall be reimbursed by the Borrower no later than the Tranche D LC Termination Date, provided that any taxes, fees, charges or other costs or expenses incurred by the Issuing Lender in connection with the relevant draft shall be payable to the Issuing Lender on demand. Each such payment shall be made to the Issuing Lender at its address for notices specified herein in lawful money of the United States of America and in immediately available funds; provided, that, with respect to any Reimbursement Obligations of the Borrower arising from the presentment to the Issuing Lender of a draft under a Foreign L/C, the Borrower may make payment in the applicable Alternative Currency if such payment is received by the Issuing Lender on the date such draft is paid by the Issuing Lender. (b) . Interest shall be payable on the Dollar Equivalent of any and all amounts remaining unpaid by the Borrower under this subsection Section from the date a draft presented under any Letter of Credit is paid such amounts become payable (whether at stated maturity, by the Issuing Lender acceleration or otherwise) until payment in full (i) in the case of RC Letters of Credit, at the rate which would be set forth in (x) until the second Business Day following the date of payment of the applicable drawing, Section 2.14(b) and (y) thereafter, Section 2.14(c), in each case payable on any Loans that are Base Rate Loans at such time until such payment is required to be made pursuant to subsection 3.5(a)demand, and (ii) in the case of Tranche D Letters of Credit, (x) until the Borrower has given a Loan Equivalent Notice with respect to the relevant portion of the Tranche D LC Reimbursement Amount, the ABR plus 1.75%, payable quarterly in arrears on each LC Fee Payment Date, and (y) thereafter, with respect to any such portion, at the applicable rate which would be payable on any Loans that are Base Rate Loans at such time which were then overdue. (c) For the avoidance of doubt, subject to the provisos set forth in the third sentence of subsection 2.12(a) and the last sentence of subsection 3.5(a) of this Agreement, all payments due from Section 2.14. Payment by the Borrower hereunder in respect of Foreign L/Cs (any Tranche D LC Reimbursement Amount and Reimbursement Obligations in connection therewith) interest thereon shall be made in Dollars as provided in subsection 2.12 of this Agreement(a) directly to the Issuing Lender for its own account to the extent the Tranche D Credit-Linked Deposit has not been applied to reimburse the Issuing Lender for the relevant drawing or (b) ratably to the Tranche D LC Lenders, otherwise.

Reimbursement Obligation of the Borrower. In order to induce BNS to issue, extend and renew any Letter of Credit, the Borrower hereby agrees to reimburse or pay to BNS, with respect to each Letter of Credit issued, extended or renewed by BNS hereunder (such obligation to reimburse or pay being a “Reimbursement Obligation”): (a) The Borrower agrees to reimburse the Issuing Lender on the same Business Day on which the Issuing Lender notifies the Borrower of the each date and amount of a that any draft presented under any such Letter of Credit and paid is honored by the Issuing Lender provided such notice is received by 1:00 P.M.BNS, New York City timeor BNS otherwise makes a payment with respect thereto, on such Business Day, and the next Business Day if such notice is received after such time. The Issuing Lender shall provide notice to the Borrower on each Business Day on which a draft is presented indicating the Dollar Equivalent of the amount of (i) such draft so paid (and, in the case of a Foreign L/C, the amount paid by BNS under or with respect to such Letter of such draft so paid stated in the applicable Alternative Currency) Credit, and (ii) the amount of any taxes, fees, charges or other costs or and expenses whatsoever incurred by the Issuing Lender BNS in connection with any payment made by BNS under, or with respect to, such payment Letter of Credit; (b) upon the reduction (ibut not termination) of the amount available hereunder to an amount less than the Maximum Drawing Amount, an amount equal to such difference, which amount shall be held by BNS as cash collateral for all Reimbursement Obligations until all Letters of Credit have been paid or have expired undrawn, whereupon any amounts remaining with BNS as cash collateral shall be paid to the Borrower so long as no Event of Default has occurred and is continuing; and (iic) collectively upon the termination of the commitment of BNS under the Operating Facility or the Term Facility, or the acceleration of the Reimbursement Obligations with respect to all Letters of Credit in accordance with this Agreement, an amount equal to the then aggregate Maximum Drawing Amounts of all Letters of Credit, which amount shall be held by BNS as cash collateral for all Reimbursement Obligations until all Letters of Credit have been paid or have expired undrawn, whereupon any amounts remaining with BNS as cash collateral shall together with any interest accruing pursuant accrued thereon be paid to paragraph (b) below, the "Reimbursement Amount")Borrower so long as no Event of Default has occurred and is continuing. Each such payment shall be made to BNS at the Issuing Lender at its address for notices specified herein in lawful money of the United States of America and Branch in immediately available funds; providedfunds and in Canadian Dollars for Canadian Dollar Letters of Credit, that, with respect to any Reimbursement Obligations and in U.S. Dollars for U.S. Dollar Letters of the Borrower arising from the presentment to the Issuing Lender of a draft under a Foreign L/C, the Borrower may make payment in the applicable Alternative Currency if such payment is received by the Issuing Lender Credit. Interest on the date such draft is paid by the Issuing Lender. (b) Interest shall be payable on the Dollar Equivalent of any and all amounts remaining unpaid by the Borrower under this subsection Section 4 at any time from the date a draft presented under any Letter of Credit is paid such amounts become due and payable (whether as stated in this Section 4, by the Issuing Lender acceleration or otherwise) until payment in full (iwhether before or after judgment) shall be payable to BNS on demand at the rate which would be payable on any Loans that are specified for Prime Rate Loans, in the case of Canadian Dollar Letters of Credit, and for U.S. Base Rate Loans at such time until such payment is required to be made pursuant to subsection 3.5(a)Loans, and (ii) thereafter, at the rate which would be payable on any Loans that are Base Rate Loans at such time which were then overdue. (c) For the avoidance of doubt, subject to the provisos in the third sentence case of subsection 2.12(a) and the last sentence U.S. Dollar Letters of subsection 3.5(a) of this Agreement, all payments due from the Borrower hereunder in respect of Foreign L/Cs (and Reimbursement Obligations in connection therewith) shall be made in Dollars as provided in subsection 2.12 of this AgreementCredit.

Reimbursement Obligation of the Borrower. (a) The Borrower agrees In order to reimburse the induce each Issuing Lender on the same Business Day on which the Issuing Lender notifies the Borrower of the date Bank to issue, extend and amount of a draft presented under any renew each Letter of Credit and the Lenders to participate therein, the Borrower hereby agrees to reimburse or pay to the respective Issuing Bank, for the account of the respective Issuing Bank or (as the case may be) the Lenders, with respect to each Letter of Credit issued, extended or renewed by the respective Issuing Bank hereunder, (a) except as otherwise expressly provided in §4.2(b) and (c), on each date that any draft presented under such Letter of Credit is honored by the respective Issuing Bank, or the respective Issuing Bank otherwise makes a payment with respect thereto, (i) the amount paid by the respective Issuing Lender provided Bank under or with respect to such notice is received by 1:00 P.M.Letter of Credit, New York City time, on such Business Day, and the next Business Day if such notice is received after such time. The Issuing Lender shall provide notice to the Borrower on each Business Day on which a draft is presented indicating the Dollar Equivalent of the amount of (i) such draft so paid (and, in the case of a Foreign L/C, the amount of such draft so paid stated in the applicable Alternative Currency) and (ii) the amount of any taxes, fees, charges or other costs or and expenses whatsoever incurred by the respective Issuing Bank or any Lender in connection with any payment made by the respective Issuing Bank or any Lender under, or with respect to, such payment ((i) and (ii) collectively with any interest accruing pursuant to paragraph Letter of Credit, (b) belowupon the reduction (but not termination) of the Total Commitment to an amount less than the Maximum Drawing Amount, an amount equal to such difference, which amount shall be held by the "Administrative Agent for the benefit of the Issuing Banks and the Lenders as cash collateral for all Reimbursement Amount"). Obligations, and (c) upon the termination of the Total Commitment, or the acceleration of the Reimbursement Obligations with respect to all Letters of Credit in accordance with §13, an amount equal to the then Maximum Drawing Amount on all Letters of Credit, which amount shall be held by the Administrative Agent for the benefit of the Issuing Banks and the Lenders as cash collateral for all Reimbursement Obligations. (d) Each such payment shall be made to the respective Issuing Lender Bank at its address for notices specified herein in lawful money of the United States of America and such Person’s office in immediately available funds; provided, that, with respect to any Reimbursement Obligations of the Borrower arising from the presentment to the Issuing Lender of a draft under a Foreign L/C, the Borrower may make payment in the applicable Alternative Currency if such payment is received by the Issuing Lender . Interest on the date such draft is paid by the Issuing Lender. (b) Interest shall be payable on the Dollar Equivalent of any and all amounts remaining unpaid by the Borrower under this subsection §4.2 at any time from the date a draft presented under any Letter of Credit is paid such amounts become due and payable (whether as stated in this §4.2, by the Issuing Lender acceleration or otherwise) until payment in full (iwhether before or after judgment) shall be payable to the respective Issuing Bank on demand at the rate which would be payable specified in §5.10 for overdue principal on any Loans that are Base Rate Loans at such time until such payment is required to be made pursuant to subsection 3.5(a), and (ii) thereafter, at the rate which would be payable on any Loans that are Base Rate Loans at such time which were then overdueRevolving Credit Loans. (c) For the avoidance of doubt, subject to the provisos in the third sentence of subsection 2.12(a) and the last sentence of subsection 3.5(a) of this Agreement, all payments due from the Borrower hereunder in respect of Foreign L/Cs (and Reimbursement Obligations in connection therewith) shall be made in Dollars as provided in subsection 2.12 of this Agreement.

Reimbursement Obligation of the Borrower. (a) The Borrower agrees In order to reimburse induce the Issuing Lender on the same Business Day on which the Issuing Lender notifies the Borrower of the date to issue, extend, amend and amount of a draft presented under any renew each Letter of Credit and the Lenders to participate therein, the Borrower hereby agrees to reimburse or pay to the Issuing Lender, for the account of the Issuing Lender or (as the case may be) the Lenders, with respect to each Letter of Credit issued, extended, amended or renewed by the Issuing Lender hereunder, (a) except as otherwise expressly provided in Section 4.2(b) and (c), on each date that any draft presented under such Letter of Credit is honored by the Issuing Lender, or the Issuing Lender otherwise makes a payment with respect thereto, (i) the amount paid by the Issuing Lender provided under or with respect to such notice is received by 1:00 P.M.Letter of Credit, New York City time, on such Business Day, and the next Business Day if such notice is received after such time. The Issuing Lender shall provide notice to the Borrower on each Business Day on which a draft is presented indicating the Dollar Equivalent of the amount of (i) such draft so paid (and, in the case of a Foreign L/C, the amount of such draft so paid stated in the applicable Alternative Currency) and (ii) the amount of any taxes, fees, charges or other costs or taxes and customary fees and expenses whatsoever incurred by the Issuing Lender in connection with any payment made by the Issuing Lender under, or with respect to, such payment ((i) and (ii) collectively with any interest accruing pursuant to paragraph Letter of Credit, (b) belowupon the reduction (but not termination) of the Total Commitment to an amount less than the Maximum Drawing Amount, an amount equal to such difference, which amount shall be held by the Administrative Agent for the benefit of the Lenders, the "Issuing Lender and the Administrative Agent as cash collateral (to be held in an interest bearing account administered by the Administrative Agent) for all Reimbursement Amount")Obligations, and (c) upon the termination of the Total Commitment, or the acceleration of the Reimbursement Obligations with respect to all Letters of Credit in accordance with Section 13, an amount equal to the then Maximum Drawing Amount on all Letters of Credit, which amount shall be held by the Administrative Agent for the benefit of the Lenders, the Issuing Lender and the Administrative Agent as cash collateral (to be held in an interest bearing account administered by the Administrative Agent) for all Reimbursement Obligations. Each such payment shall be made to the Issuing Lender at its address for notices specified herein in lawful money of the United States of America and Issuing Lender's office designated on Schedule 1 hereto in immediately available funds; provided, that, with respect to any Reimbursement Obligations of the Borrower arising from the presentment to the Issuing Lender of a draft under a Foreign L/C, the Borrower may make payment in the applicable Alternative Currency if such payment is received by the Issuing Lender . Interest on the date such draft is paid by the Issuing Lender. (b) Interest shall be payable on the Dollar Equivalent of any and all amounts remaining unpaid by the Borrower under this subsection Section 4.2 at any time from the date a draft presented under any Letter of Credit is paid such amounts become due and payable (whether as stated in this Section 4.2, by the Issuing Lender acceleration or otherwise) until payment in full (iwhether before or after judgment) shall be payable to the Issuing Lender on demand at the rate which would be payable specified in Section 5.11 for overdue principal on any Loans that are Base Rate Loans at such time until such payment is required to be made pursuant to subsection 3.5(a), and (ii) thereafter, at the rate which would be payable on any Loans that are Base Rate Loans at such time which were then overdueRevolving Credit Loans. (c) For the avoidance of doubt, subject to the provisos in the third sentence of subsection 2.12(a) and the last sentence of subsection 3.5(a) of this Agreement, all payments due from the Borrower hereunder in respect of Foreign L/Cs (and Reimbursement Obligations in connection therewith) shall be made in Dollars as provided in subsection 2.12 of this Agreement.

Reimbursement Obligation of the Borrower. (a) The In the event of any drawing under any Letter of Credit, the Borrower agrees to reimburse (either with the proceeds of a Revolving Loan as provided for in this Section 2.03 or with funds from other sources), in same day funds, the applicable Issuing Lender on the same first Business Day after the date on which the such Issuing Lender notifies the Borrower of the date and amount of a draft presented paid by it under any Letter of Credit for the amount of (i) such draft so paid and paid (ii) any amounts referred to in ‎Section 2.03(d)(iii) incurred by the such Issuing Lender provided in connection with such payment. In the case of a Letter of Credit denominated in a Foreign Currency or Additional L/C Currency, the Borrower shall reimburse the applicable Issuing Lender in such Foreign Currency or Additional L/C Currency, as applicable, unless (A) the applicable Issuing Lender (at its option) shall have specified in such notice is received by 1:00 P.M.that it will require reimbursement in Dollars, New York City timeor (B) in the absence of any such requirement for reimbursement in Dollars, on such Business Day, and the next Business Day if such notice is received after such time. The Borrower shall have notified the applicable Issuing Lender shall provide promptly following receipt of the notice to of drawing that the Borrower on each Business Day on which will reimburse the applicable Issuing Lender in Dollars. In the case of any such reimbursement in Dollars of a draft is presented indicating drawing under a Letter of Credit denominated in a Foreign Currency or Additional L/C Currency, the applicable Issuing Lender (through the Administrative Agent) shall notify the Borrower of the Dollar Equivalent of the amount of the drawing promptly following the determination thereof. Unless the Borrower shall promptly (and in any event not later than 11:00 a.m. (New York time) in the case of any Letter of Credit to be reimbursed in Dollars or the Applicable Time in the case of any Letter of Credit to be reimbursed in a Foreign Currency or Additional L/C Currency on the applicable repayment date) notify such Issuing Lender (and the Administrative Agent) that the Borrower intends to reimburse such Issuing Lender for such drawing from other sources or funds, the Borrower shall be deemed to have timely given a Borrowing Notice to the Administrative Agent requesting that the Lenders make a Revolving Loan as an Alternate Base Rate Loan on the applicable repayment date in the amount of (i) such draft so paid (andor, in the case of a Letter of Credit denominated in a Foreign Currency or Additional L/CC Currency, the Dollar Equivalent of the amount of such draft so paid stated in the applicable Alternative Currencypaid) and (ii) any taxes, fees, charges or other costs or expenses amounts referred to in ‎Section 2.03(d)(iii) incurred by the such Issuing Lender in connection with such payment payment, and the Lenders shall make a Revolving Loan as an Alternate Base Rate Loan in such amount on such first Business Day after the date of the notice from the applicable Issuing Lender ((ithrough the Administrative Agent) and (ii) collectively with any interest accruing pursuant to paragraph (b) belowthe Borrower referred to in the first sentence of this Section 2.03(f), the "Reimbursement Amount")proceeds of which shall be applied to reimburse such Issuing Lender for the amount of the related drawing and such fees and expenses. Each Lender acknowledges and agrees that its obligation to fund a Revolving Loan in accordance with this Section 2.03 to reimburse such payment shall be made to the Issuing Lender at its address for notices specified herein in lawful money of the United States of America and in immediately available funds; provided, that, with respect to any Reimbursement Obligations of the Borrower arising from the presentment to the Issuing Lender of a draft paid under a Foreign L/C, the Borrower may make payment in the applicable Alternative Currency if such payment is received by the Issuing Lender on the date such draft is paid by the Issuing Lender. (b) Interest shall be payable on the Dollar Equivalent of any and all amounts remaining unpaid by the Borrower under this subsection from the date a draft presented under any Letter of Credit issued by it is paid absolute and unconditional and shall not be affected by any circumstance whatsoever, including, without limitation, non-satisfaction of the conditions set forth in this Section 2.03 or Section 4.03. If the Borrower has elected to pay the amount of such drawing with funds from other sources and shall fail to reimburse such Issuing Lender until payment in full (i) as provided above, the unreimbursed amount of such drawing shall bear interest at the rate which would be payable on any Loans that are outstanding Alternate Base Rate Loans at such time until such payment is required to be made pursuant to subsection 3.5(a), and (ii) thereafter, at the rate which would be payable on any Loans that are Base Rate Loans at such time which were then overdue. overdue from the date such amounts become payable (cwhether at stated maturity, by acceleration or otherwise) For until payment in full. In the avoidance event that (x) a drawing of doubta Letter of Credit denominated in a Foreign Currency or Additional L/C Currency is to be reimbursed in Dollars pursuant to clause (B) of the second sentence of this subclause (f) and (y) the Dollar amount paid by the Borrower, subject whether on or after the applicable repayment date, shall not be adequate on the date of that payment to purchase in accordance with normal banking procedures a sum denominated in the Foreign Currency or Additional L/C Currency equal to the provisos drawing, the Borrower agrees, as a separate and independent obligation, to indemnify the applicable Issuing Lender for the loss resulting from its inability on that date to purchase the Foreign Currency or Additional L/C Currency in the third sentence full amount of subsection 2.12(a) and the last sentence of subsection 3.5(a) of this Agreement, all payments due from the Borrower hereunder in respect of Foreign L/Cs (and Reimbursement Obligations in connection therewith) shall be made in Dollars as provided in subsection 2.12 of this Agreementdrawing.

Reimbursement Obligation of the Borrower. (a) The Borrower agrees to reimburse the each Issuing Lender Bank on the same Business Day each date on which the such Issuing Lender Bank notifies the Borrower of the date and amount of a draft presented under any Letter of Credit and paid by the such Issuing Lender provided such notice is received by 1:00 P.M., New York City time, on such Business Day, and the next Business Day if such notice is received after such time. The Issuing Lender shall provide notice to the Borrower on each Business Day on which a draft is presented indicating the Dollar Equivalent of Bank for the amount of (i) such draft so paid (and, in the case of a Foreign L/C, the amount of such draft so paid stated in the applicable Alternative Currency) and (ii) any stamp taxes, fees, charges or other costs or expenses incurred by the such Issuing Lender Bank in connection with such payment ((i) and (ii) collectively with any interest accruing pursuant to paragraph (b) below, the "Reimbursement Amount")payment. Each such payment shall be made to the such Issuing Lender Bank at its address for notices specified herein in lawful money of the United States of America and in immediately available funds; provided, that, with respect to any Reimbursement Obligations of the Borrower arising from the presentment to the Issuing Lender of a draft under a Foreign L/C, the Borrower may make payment in the applicable Alternative Currency if such payment is received by the Issuing Lender on the date such draft is paid by the Issuing Lender. (b) Interest Subject to paragraph (c) immediately below, interest shall be payable on the Dollar Equivalent of any and all amounts remaining unpaid by the Borrower under this subsection from the date a draft presented under any Letter of Credit is paid such amounts become payable (whether at stated maturity, by the Issuing Lender acceleration or otherwise) until payment in full (i) at the rate which would be payable on any outstanding ABR Loans that are Base Rate Loans at such time until such payment is required to be made pursuant to subsection 3.5(a), and (ii) thereafter, at under the rate which would be payable on any Loans that are Base Rate Loans at such time Revolving Credit Facility which were then overdue. (c) For So long as each of the avoidance conditions precedent specified in subsection 5.2 is satisfied at such time, each drawing under any Letter of doubt, subject Credit shall constitute a request by the Borrower to the provisos Administrative Agent for a borrowing pursuant to subsection 2.2 of ABR Loans under the Revolving Credit Facility in an amount equal to the third sentence lesser of (i) the then aggregate Available Revolving Credit Commitments and (ii) the amount of such drawing. The Borrowing Date with respect to such borrowing shall be the date of such drawing. Each Revolving Credit Lender will make the amount of its pro rata share of such borrowing available to the Administrative Agent at its office specified in subsection 2.12(a11.2 by the close of business on such Borrowing Date (if such Lender receives notice of such borrowing in sufficient time to fund its portion of such borrowing on such Date, and otherwise on the next Business Day) and in funds immediately available to the last sentence Administrative Agent. Such funds will then be made available by the Administrative Agent to the relevant Issuing Bank in satisfaction of subsection 3.5(athe Borrower's obligation to reimburse such Issuing Bank pursuant to clause (a) of above. All ABR Loans deemed to be made pursuant to this Agreement, all payments due from the Borrower hereunder in respect of Foreign L/Cs paragraph (and Reimbursement Obligations in connection therewithc) shall be made in Dollars as provided in subsection 2.12 constitute Revolving Credit Loans for all purposes of this Agreement.

Reimbursement Obligation of the Borrower. In order to induce the Issuing Banks to issue, extend and renew each Letter of Credit, the Borrower hereby agrees to reimburse or pay to each Issuing Bank, with respect to each Letter of Credit issued, extended or renewed by such Issuing Bank hereunder as follows: (a) The Borrower agrees to reimburse the Issuing Lender on the same Business Day on which the Issuing Lender notifies the Borrower of the date and amount of a if any draft presented under any Letter of Credit and paid is honored by such Issuing Bank or such Issuing Bank otherwise makes payment with respect thereto, the Issuing Lender provided such notice is received by 1:00 P.M., New York City time, on such Business Day, and the next Business Day if such notice is received after such time. The Issuing Lender shall provide notice to the Borrower on each Business Day on which a draft is presented indicating the Dollar Equivalent of the amount sum of (i) such draft so paid (and, in the case of a Foreign L/C, the amount paid by such Issuing Bank under or with respect to such Letter of such draft so paid stated in the applicable Alternative Currency) Credit, and (ii) the amount of any taxes, fees, charges or other costs or and expenses whatsoever incurred by the such Issuing Lender Bank in connection with any payment made by such payment ((i) and (ii) collectively with any interest accruing pursuant to paragraph (b) belowIssuing Bank under, the "Reimbursement Amount"). Each such payment shall be made to the Issuing Lender at its address for notices specified herein in lawful money of the United States of America and in immediately available funds; provided, that, or with respect to any Reimbursement Obligations to, such Letter of Credit, provided however, if the Borrower arising from the presentment to the does not reimburse such Issuing Lender of a draft under a Foreign L/C, the Borrower may make payment in the applicable Alternative Currency if such payment is received by the Issuing Lender Bank on the date Drawdown Date, such draft amount shall, provided that no Event of Default under Section 13(g) or 13(h) has occurred, become automatically a Syndicated Loan which is paid by the Issuing Lender.a Base Rate Loan advanced hereunder in an amount equal to such sum; and (b) Interest upon the Revolving Credit Maturity Date or the acceleration of the Reimbursement Obligations with respect to all Letters of Credit in accordance with Section 13, an amount equal to the then Maximum Drawing Amount of all Letters of Credit shall be payable on the Dollar Equivalent of any and all amounts remaining unpaid paid by the Borrower under this subsection from to the date a draft presented under any Letter of Credit is paid by the Issuing Lender until payment in full (i) at the rate which would be payable on any Loans that are Base Rate Loans at such time until such payment is required Administrative Agent to be made pursuant to subsection 3.5(a), and (ii) thereafter, at held as cash collateral for the rate which would be payable on any Loans that are Base Rate Loans at such time which were then overdueapplicable Reimbursement Obligations. (c) For the avoidance of doubt, subject to the provisos in the third sentence of subsection 2.12(a) and the last sentence of subsection 3.5(a) of this Agreement, all payments due from the Borrower hereunder in respect of Foreign L/Cs (and Reimbursement Obligations in connection therewith) shall be made in Dollars as provided in subsection 2.12 of this Agreement.

Reimbursement Obligation of the Borrower. (a) The Borrower agrees In order to reimburse the induce each Issuing Lender on the same Business Day on which the Issuing Lender notifies the Borrower of the date Bank to issue, extend and amount of a draft presented under any renew each Letter of Credit and the Lenders to participate therein, the Borrower hereby agrees to reimburse or pay to the respective Issuing Bank, for the account of the respective Issuing Bank or (as the case may be) the Lenders, with respect to each Letter of Credit issued, extended or renewed by the respective Issuing Bank hereunder, (a) except as otherwise expressly provided in §4.2(b) and (c), on each date that any draft presented under such Letter of Credit is honored by the respective Issuing Bank, or the respective Issuing Bank otherwise makes a payment with respect thereto, (i) the amount paid by the respective Issuing Lender provided Bank under or with respect to such notice is received by 1:00 P.M.Letter of Credit, New York City time, on such Business Day, and the next Business Day if such notice is received after such time. The Issuing Lender shall provide notice to the Borrower on each Business Day on which a draft is presented indicating the Dollar Equivalent of the amount of (i) such draft so paid (and, in the case of a Foreign L/C, the amount of such draft so paid stated in the applicable Alternative Currency) and (ii) the amount of any taxes, fees, charges or other costs or and expenses whatsoever incurred by the respective Issuing Bank or any Lender in connection with any payment made by the respective Issuing Bank or any Lender under, or with respect to, such payment ((i) and (ii) collectively with any interest accruing pursuant to paragraph Letter of Credit, (b) belowupon the reduction (but not termination) of the Total Commitment to an amount less than the Maximum Drawing Amount, an amount equal to such difference, which amount shall be held by the "Agent for the benefit of the Issuing Banks and the Lenders as cash collateral for all Reimbursement Amount"). Obligations, and (c) upon the termination of the Total Commitment, or the acceleration of the Reimbursement Obligations with respect to all Letters of Credit in accordance with §13, an amount equal to the then Maximum Drawing Amount on all Letters of Credit, which amount shall be held by the Agent for the benefit of the Issuing Banks and the Lenders as cash collateral for all Reimbursement Obligations. (d) Each such payment shall be made to the respective Issuing Lender Bank at its address for notices specified herein in lawful money of the United States of America and such Person’s office in immediately available funds; provided, that, with respect to any Reimbursement Obligations of the Borrower arising from the presentment to the Issuing Lender of a draft under a Foreign L/C, the Borrower may make payment in the applicable Alternative Currency if such payment is received by the Issuing Lender . Interest on the date such draft is paid by the Issuing Lender. (b) Interest shall be payable on the Dollar Equivalent of any and all amounts remaining unpaid by the Borrower under this subsection §4.2 at any time from the date a draft presented under any Letter of Credit is paid such amounts become due and payable (whether as stated in this §4.2, by the Issuing Lender acceleration or otherwise) until payment in full (iwhether before or after judgment) shall be payable to the respective Issuing Bank on demand at the rate which would be payable specified in §5.10 for overdue principal on any Loans that are Base Rate Loans at such time until such payment is required to be made pursuant to subsection 3.5(a), and (ii) thereafter, at the rate which would be payable on any Loans that are Base Rate Loans at such time which were then overdueRevolving Credit Loans. (c) For the avoidance of doubt, subject to the provisos in the third sentence of subsection 2.12(a) and the last sentence of subsection 3.5(a) of this Agreement, all payments due from the Borrower hereunder in respect of Foreign L/Cs (and Reimbursement Obligations in connection therewith) shall be made in Dollars as provided in subsection 2.12 of this Agreement.

Reimbursement Obligation of the Borrower. (a) The Borrower agrees In order to reimburse induce the Issuing Lender on the same Business Day on which the Issuing Lender notifies the Borrower of the date Fronting Bank to issue, extend and amount of a draft presented under any renew each Letter of Credit and the Banks to participate therein, the Borrower hereby agrees, except as contemplated in §3.3, to reimburse or pay to the Fronting Bank, for the account of the Fronting Bank or (as the case may be) the Banks, with respect to each Letter of Credit issued, extended or renewed by the Fronting Bank hereunder, (a) except as otherwise expressly provided in §3.2(b) and (c) or §3.3, promptly upon notification by the Fronting Bank or the Agent that any draft presented under such Letter of Credit is honored by the Fronting Bank, or the Fronting Bank otherwise makes a payment with respect thereto, (i) the amount paid by the Issuing Lender provided Fronting Bank under or with respect to such notice is received by 1:00 P.M.Letter of Credit, New York City time, on such Business Day, and the next Business Day if such notice is received after such time. The Issuing Lender shall provide notice to the Borrower on each Business Day on which a draft is presented indicating the Dollar Equivalent of the amount of (i) such draft so paid (and, in the case of a Foreign L/C, the amount of such draft so paid stated in the applicable Alternative Currency) and (ii) any taxes, fees, charges or other costs or expenses incurred by the Issuing Lender in connection with such payment ((i) and (ii) collectively with any interest accruing amounts payable pursuant to paragraph §5.5 under, or with respect to, such Letter of Credit, (b) belowupon the reduction (but not termination) of the Total Commitment to an amount less than the then Maximum Drawing Amount (after taking into account all outstanding Loans and Reimbursement Obligations, if any (without double counting)), an amount equal to such difference, which amount shall be held by the "Agent in an interest-bearing account (with interest to be added to such account) as cash collateral for the benefit of the Banks and the Agent for all Reimbursement Amount")Obligations, and (c) upon the termination of the Total Commitment, or the acceleration of the Reimbursement Obligations with respect to all Letters of Credit in accordance with §14, an amount equal to the then Maximum Drawing Amount on all Letters of Credit, which amount shall be held by the Agent in an interest-bearing account (with interest to be added to such account) as cash collateral for the benefit of the Banks and the Agent for all Reimbursement Obligations. Each such payment shall be made to the Issuing Lender at its address Agent for notices specified herein in lawful money the benefit of the United States of America and Banks at the Agent’s Funding Office in immediately available funds; provided, that, with respect to any Reimbursement Obligations of the Borrower arising from the presentment to the Issuing Lender of a draft under a Foreign L/C, the Borrower may make payment in the applicable Alternative Currency if such payment is received by the Issuing Lender . Interest on the date such draft is paid by the Issuing Lender. (b) Interest shall be payable on the Dollar Equivalent of any and all amounts not converted to a Revolving Credit Loan pursuant to §3.3 and remaining unpaid by the Borrower under this subsection §3.2 at any time from the date a draft presented under any Letter of Credit is paid such amounts become due and payable (whether as stated in this §3.2, by the Issuing Lender acceleration or otherwise) until payment in full (iwhether before or after judgment) shall be payable to the Agent for the benefit of the Banks on demand at the rate which would be payable specified in §5.9 for overdue principal on any Loans that are Base Rate Loans at such time until such payment is required to be made pursuant to subsection 3.5(a), and (ii) thereafter, at the rate which would be payable on any Loans that are Base Rate Loans at such time which were then overdueLoans. (c) For the avoidance of doubt, subject to the provisos in the third sentence of subsection 2.12(a) and the last sentence of subsection 3.5(a) of this Agreement, all payments due from the Borrower hereunder in respect of Foreign L/Cs (and Reimbursement Obligations in connection therewith) shall be made in Dollars as provided in subsection 2.12 of this Agreement.

Reimbursement Obligation of the Borrower. (a) The Borrower agrees In order to reimburse induce the Issuing Lender on the same Business Day on which the Issuing Lender notifies the Borrower of the date Fronting Bank to issue, extend and amount of a draft presented under any renew each Letter of Credit and the Banks to participate therein, the Borrower hereby agrees, except as contemplated in §3.3, to reimburse or pay to the Fronting Bank, for the account of the Fronting Bank or (as the case may be) the Banks, with respect to each Letter of Credit issued, extended or renewed by the Fronting Bank hereunder, (a) except as otherwise expressly provided in §3.2(b) and (c) or §3.3, promptly upon notification by the Fronting Bank or the Agent that any draft presented under such Letter of Credit is honored by the Fronting Bank, or the Fronting Bank otherwise makes a payment with respect thereto, (i) the amount paid by the Issuing Lender provided Fronting Bank under or with respect to such notice is received by 1:00 P.M.Letter of Credit, New York City time, on such Business Day, and the next Business Day if such notice is received after such time. The Issuing Lender shall provide notice to the Borrower on each Business Day on which a draft is presented indicating the Dollar Equivalent of the amount of (i) such draft so paid (and, in the case of a Foreign L/C, the amount of such draft so paid stated in the applicable Alternative Currency) and (ii) any taxes, fees, charges or other costs or expenses incurred by the Issuing Lender in connection with such payment ((i) and (ii) collectively with any interest accruing amounts payable pursuant to paragraph §5.6 under, or with respect to, such Letter of Credit, (b) belowupon the reduction (but not termination) of the Total Commitment to an amount less than the then Maximum Drawing Amount (after taking into account all outstanding Loans and Reimbursement Obligations, if any (without double counting)), an amount equal to such difference, which amount shall be held by the "Agent in an interest-bearing account (with interest to be added to such account) as Cash Collateral for the benefit of the Banks and the Agent for all Reimbursement Amount")Obligations, and (c) upon the termination of the Total Commitment, or the acceleration of the Reimbursement Obligations with respect to all Letters of Credit in accordance with §14, an amount equal to the then Maximum Drawing Amount on all Letters of Credit, which amount shall be held by the Agent in an interest-bearing account (with interest to be added to such account) as Cash Collateral for the benefit of the Banks and the Agent for all Reimbursement Obligations. Each such payment shall be made to the Issuing Lender at its address Agent for notices specified herein in lawful money the benefit of the United States of America and Banks at the Agent’s Funding Office in immediately available funds; provided, that, with respect to any Reimbursement Obligations of the Borrower arising from the presentment to the Issuing Lender of a draft under a Foreign L/C, the Borrower may make payment in the applicable Alternative Currency if such payment is received by the Issuing Lender . Interest on the date such draft is paid by the Issuing Lender. (b) Interest shall be payable on the Dollar Equivalent of any and all amounts not converted to a Revolving Credit Loan pursuant to §3.3 and remaining unpaid by the Borrower under this subsection §3.2 at any time from the date a draft presented under any Letter of Credit is paid such amounts become due and payable (whether as stated in this §3.2, by the Issuing Lender acceleration or otherwise) until payment in full (iwhether before or after judgment) shall be payable to the Agent for the benefit of the Banks on demand at the rate which would be payable specified in §5.10 for overdue principal on any Loans that are Base Rate Loans at such time until such payment is required to be made pursuant to subsection 3.5(a), and (ii) thereafter, at the rate which would be payable on any Loans that are Base Rate Loans at such time which were then overdueLoans. (c) For the avoidance of doubt, subject to the provisos in the third sentence of subsection 2.12(a) and the last sentence of subsection 3.5(a) of this Agreement, all payments due from the Borrower hereunder in respect of Foreign L/Cs (and Reimbursement Obligations in connection therewith) shall be made in Dollars as provided in subsection 2.12 of this Agreement.

Reimbursement Obligation of the Borrower. (a) The Borrower agrees In order to reimburse induce the Issuing Lender on the same Business Day on which the Issuing Lender notifies the Borrower of the date to issue, extend and amount of a draft presented under any renew each Letter of Credit and the Lenders to participate therein, the Borrower hereby agrees to reimburse or pay to the Issuing Lender, for the account of the Issuing Lender or (as the case may be) the Lenders, with respect to each Letter of Credit issued, extended or renewed by the Issuing Lender hereunder for the account of the Borrower, (i) except as otherwise expressly provided in Sections 3.2(b) and (c), on each date that any draft presented under such Letter of Credit is honored by the Issuing Lender, or the Issuing Lender otherwise makes a payment with respect thereto (in the same currency in which such Letter of Credit was issued or the Dollar Equivalent thereof), (i) the amount paid by the Issuing Lender provided under or with respect to such notice is received by 1:00 P.M.Letter of Credit, New York City time, on such Business Day, and the next Business Day if such notice is received after such time. The Issuing Lender shall provide notice to the Borrower on each Business Day on which a draft is presented indicating the Dollar Equivalent of the amount of (i) such draft so paid (and, in the case of a Foreign L/C, the amount of such draft so paid stated in the applicable Alternative Currency) and (ii) the amount of any taxestaxes (other than taxes based upon or measured by the income or profits of a Lender or the Issuing Lender), fees, charges or other costs or and expenses whatsoever incurred by the Issuing Lender or any Lender in connection with any payment made by the Issuing Lender or any Lender under, or with respect to, such payment ((i) and Letter of Credit; (ii) collectively upon the reduction (but not termination) of the Revolving Credit Commitments to an amount less than the face amount of all outstanding Letters of Credit, an amount equal to such difference, which amount shall be held by the Issuing Lender for the benefit of the Lenders as cash collateral for all Reimbursement Obligations; and (iii) upon the termination of the Revolving Credit Commitments, or the acceleration of the Reimbursement Obligations with any interest accruing pursuant respect to paragraph (b) belowall Letters of Credit in accordance with Section 8, an amount equal to the "face amount of all outstanding Letters of Credit, which amount shall be held by the Issuing Lender for the benefit of the Lenders as cash collateral for all Reimbursement Amount")Obligations. Each such payment shall be made to the Issuing Lender at its address for notices specified herein the Administrative Agent's office in lawful money of the United States of America and in immediately available same day funds; provided, that, with respect to any Reimbursement Obligations of the Borrower arising from the presentment to the Issuing Lender of a draft under a Foreign L/C, the Borrower may make payment in the applicable Alternative Currency if such payment is received by the Issuing Lender . Interest on the date such draft is paid by the Issuing Lender. (b) Interest shall be payable on the Dollar Equivalent of any and all amounts remaining unpaid by the Borrower under this subsection Section 3.2 at any time from the date a draft presented such amounts become due and payable (whether as stated in this Section 3.2, by acceleration or otherwise) until payment in full (whether before or after judgment) shall be payable to the Issuing Lender on demand at the rate specified in Section 2.17 for overdue principal on the Revolving Credit Loans. (b) Each drawing under any Letter of Credit is paid denominated in Dollars shall constitute a request by the Issuing Lender until payment in full (i) at Borrower to the rate which would be payable on any Loans that are Administrative Agent for a borrowing pursuant to Section 2.5 of Base Rate Loans at in the amount of such time until drawing (but without any requirement for compliance with the prior notice or minimum borrowing amount provisions of Section 2.5. The Borrowing Date with respect to such payment is required borrowing shall be the date of such drawing and each Lender shall make its Revolving Credit Percentage of such borrowing available to the Administrative Agent on such date to be made pursuant used to subsection 3.5(a), and (iirepay the Reimbursement Obligation created by such drawing. The application of such Loans shall satisfy the Borrower's obligations under Section 3.2(a) thereafter, at the rate which would be payable on any Loans that are Base Rate Loans at such time which were then overdue. (c) For the avoidance of doubt, subject to the provisos in the third sentence of subsection 2.12(a) and the last sentence of subsection 3.5(a) of this Agreement, all payments due from the Borrower hereunder in respect of Foreign L/Cs (and Reimbursement Obligations in connection therewith) shall be made in Dollars as provided in subsection 2.12 of this Agreementamount thereof.

Reimbursement Obligation of the Borrower. (a) The Borrower agrees In order to reimburse the induce each Issuing Lender on the same Business Day on which the Issuing Lender notifies the Borrower of the date Bank to issue, extend and amount of a draft presented under any renew each Letter of Credit and the Lenders to participate therein, the Borrower hereby agrees to reimburse or pay to each Issuing Bank, for the account of such Issuing Bank or (as the case may be) the Lenders, with respect to each Letter of Credit issued, extended or renewed by such Issuing Bank hereunder, (i) except as otherwise expressly provided in Section 1.07(b)(ii) and (iii), on each date that any draft presented under such Letter of Credit is honored by the such Issuing Bank, or such Issuing Bank otherwise makes a payment with respect thereto, (A) the amount paid by the such Issuing Lender provided Bank under or with respect to such notice is received by 1:00 P.M., New York City time, on such Business DayLetter of Credit, and the next Business Day if such notice is received after such time. The Issuing Lender shall provide notice to the Borrower on each Business Day on which a draft is presented indicating the Dollar Equivalent of (B) the amount of (i) such draft so paid (and, in the case of a Foreign L/C, the amount of such draft so paid stated in the applicable Alternative Currency) and (ii) any taxes, fees, charges or other costs or and expenses whatsoever incurred by the such Issuing Bank or any Lender in connection with any payment made by such payment ((i) and Issuing Bank or any Lender under, or with respect to, such Letter of Credit, (ii) collectively upon the reduction (but not termination) of the Total Commitment to an amount less than the Maximum Drawing Amount, an amount equal to such difference, which amount shall be held by the Issuing Banks for the benefit of the Lenders and the Issuing Banks as cash collateral for all Reimbursement Obligations, and (iii) upon the termination of the Total Commitment, or the acceleration of the Reimbursement Obligations with any interest accruing pursuant respect to paragraph (b) belowall Letters of Credit in accordance with Article 6, an amount equal to the "then Maximum Drawing Amount on all Letters of Credit, which amount shall be held by the Issuing Banks for the benefit of the Lenders and the Issuing Banks as cash collateral for all Reimbursement Amount")Obligations. Each such payment shall be made to the applicable Issuing Lender Bank at its address for notices specified herein in lawful money of the United States of America and such Issuing Bank’s Office in immediately available funds; provided, that, with respect to any Reimbursement Obligations of the Borrower arising from the presentment to the Issuing Lender of a draft under a Foreign L/C, the Borrower may make payment in the applicable Alternative Currency if such payment is received by the Issuing Lender . Interest on the date such draft is paid by the Issuing Lender. (b) Interest shall be payable on the Dollar Equivalent of any and all amounts remaining unpaid by the Borrower under this subsection Section 1.07 at any time from the date a draft presented under any Letter of Credit is paid such amounts become due and payable (whether as stated in this Section 1.07, by the Issuing Lender acceleration or otherwise) until payment in full (i) at the rate which would be payable on any Loans that are Base Rate Loans at such time until such payment is required to be made pursuant to subsection 3.5(a), and (ii) thereafter, at the rate which would be payable on any Loans that are Base Rate Loans at such time which were then overdue. (c) For the avoidance of doubt, subject to the provisos in the third sentence of subsection 2.12(a) and the last sentence of subsection 3.5(a) of this Agreement, all payments due from the Borrower hereunder in respect of Foreign L/Cs (and Reimbursement Obligations in connection therewithwhether before or after judgment) shall be made in Dollars as provided in subsection 2.12 of this Agreementpayable to such Issuing Bank on demand at the Post-Default Rate.

Reimbursement Obligation of the Borrower. (a) The Borrower agrees In order to reimburse induce the Issuing Lender on the same Business Day on which the Issuing Lender notifies the Borrower of the date Bank to issue, extend and amount of a draft presented under any renew each Letter of Credit and paid by other than the Issuing Lender provided such notice is received by 1:00 P.M.Chase Letter of Credit, New York City time, on such Business Day, and the next Business Day if such notice is received after such time. The Issuing Lender shall provide notice to the Borrower on each Business Day on which a draft is presented indicating the Dollar Equivalent of the amount of (i) such draft so paid (andor, in the case of a Foreign L/CChase, to maintain the Chase Letter of Credit, and the Lenders to participate therein, the Borrower hereby agrees to reimburse or pay to the Issuing Bank, for the account of the Issuing Bank, Chase or (as the case may be) the Lenders, with respect to each Letter of Credit issued, extended or renewed by the Issuing Bank or Chase hereunder, (a) except as otherwise expressly provided in Section 4.2(b) and (c), on each date that any draft presented under such Letter of Credit is honored by the Issuing Bank or any draft presented under the Chase Letter of Credit is honored by Chase, or the Issuing Bank or Chase otherwise makes a payment with respect thereto, (i) the amount paid by the Issuing Bank or Chase under or with respect to such Letter of such draft so paid stated in the applicable Alternative Currency) Credit, and (ii) the amount of any taxes, fees, charges or other costs or and expenses whatsoever incurred by the Issuing Bank or any Lender in connection with any payment made by the Issuing Bank or any Lender, under, or with respect to, such payment ((i) and (ii) collectively with any interest accruing pursuant to paragraph Letter of Credit, (b) belowupon the reduction (but not termination) of the Total Commitment to an amount less than the Maximum Drawing Amount, an amount equal to 110% of such difference, which amount shall be held by the "Issuing Bank for the benefit of the Lenders and the Issuing Bank as cash collateral for all Reimbursement Amount")Obligations, and (c) upon the termination of the Total Commitment, or the acceleration of the Reimbursement Obligations with respect to all Letters of Credit in accordance with Section 13 or the occurrence of the Termination Date, an amount equal to 110% of the then Maximum Drawing Amount on all Letters of Credit, which amount shall be held by the Issuing Bank for the benefit of the Lenders and the Issuing Bank as cash collateral for all Reimbursement Obligations. Each such payment shall be made to the Issuing Lender Bank at its address for notices specified herein in lawful money of the United States of America and Issuing Bank's office in immediately available funds; provided, that, with respect to any Reimbursement Obligations of the Borrower arising from the presentment to the Issuing Lender of a draft under a Foreign L/C, the Borrower may make payment in the applicable Alternative Currency if such payment is received by the Issuing Lender . Interest on the date such draft is paid by the Issuing Lender. (b) Interest shall be payable on the Dollar Equivalent of any and all amounts remaining unpaid by the Borrower under this subsection Section 4.2 at any time from the date a draft presented under any Letter of Credit is paid such amounts become due and payable (whether as stated in this Section 4.2, by the Issuing Lender acceleration or otherwise) until payment in full (iwhether before or after judgment) shall be payable to the Issuing Bank on demand at the rate which would be payable specified in Section 5.10 for overdue principal on any Loans that are Base Rate Loans at such time until such payment is required to be made pursuant to subsection 3.5(a), and (ii) thereafter, at the rate which would be payable on any Loans that are Base Rate Loans at such time which were then overdueRevolving Credit Loans. (c) For the avoidance of doubt, subject to the provisos in the third sentence of subsection 2.12(a) and the last sentence of subsection 3.5(a) of this Agreement, all payments due from the Borrower hereunder in respect of Foreign L/Cs (and Reimbursement Obligations in connection therewith) shall be made in Dollars as provided in subsection 2.12 of this Agreement.

Reimbursement Obligation of the Borrower. (a) The Borrower agrees In order to reimburse induce the Issuing Lender on the same Business Day on which the Issuing Lender notifies the Borrower of the date L/C Issuer to issue, extend and amount of a draft presented under any renew each Letter of Credit and the Lenders to participate therein, the Borrower hereby agrees to reimburse or pay to the L/C Issuer, for the account of the L/C Issuer or (as the case may be) the Lenders, with respect to each Letter of Credit issued, extended or renewed by the L/C Issuer hereunder, (a) except as otherwise expressly provided in 4.2(b) and (c), on each date that any draft presented under such Letter of Credit is honored by the L/C Issuer, or the L/C Issuer otherwise makes a payment with respect thereto, (i) the amount paid by the Issuing Lender provided such notice is received by 1:00 P.M., New York City time, on such Business Day, and the next Business Day if such notice is received after such time. The Issuing Lender shall provide notice to the Borrower on each Business Day on which a draft is presented indicating the Dollar Equivalent of the amount of (i) such draft so paid (and, in the case of a Foreign L/CC Issuer under or with respect to such Letter of Credit, the amount of such draft so paid stated in the applicable Alternative Currency) and (ii) the amount of any taxes, fees, charges or other costs or and expenses whatsoever incurred by the Issuing L/C Issuer or any Lender in connection with any payment made by the L/C Issuer or any Lender under, or with respect to, such payment ((i) and (ii) collectively with any interest accruing pursuant to paragraph Letter of Credit, (b) belowupon the reduction (but not termination) of the Total Commitment to an amount less than the Maximum Drawing Amount, an amount equal to 103% of the "difference between the amount of the Maximum Drawing Amount and the Total Commitment at such time, which amount shall be held by the L/C Issuer for the benefit of the Lenders and the L/C Issuer as cash collateral for all Reimbursement Amount"Obligations in accordance with the terms of the Cash Collateral Agreement (which cash collateral may be invested in Permitted Cash Collateral Investments), and (c) upon the termination of the Total Commitment, or the acceleration of the Reimbursement Obligations with respect to all Letters of Credit in accordance with 13, an amount equal to 103% of the then Maximum Drawing Amount on all Letters of Credit, which amount shall be held by the L/C Issuer for the benefit of the Lenders and the L/C Issuer as cash collateral for all Reimbursement Obligations in accordance with the terms of the Cash Collateral Agreement (which cash collateral may be invested in Permitted Cash Collateral Investments). Each such payment shall be made to the Issuing Lender L/C Issuer at its address for notices specified herein in lawful money of the United States of America and in immediately L/C Issuer's head office at 100 Federal Street, Xxxxxx, Xxxxxxxxxxxxx, 00000, xx xxxxxxxxxxx available funds; provided, that, with respect to any Reimbursement Obligations of the Borrower arising from the presentment to the Issuing Lender of a draft under a Foreign L/C, the Borrower may make payment in the applicable Alternative Currency if such payment is received by the Issuing Lender . Interest on the date such draft is paid by the Issuing Lender. (b) Interest shall be payable on the Dollar Equivalent of any and all amounts remaining unpaid by the Borrower under this subsection 4.2 at any time from the date a draft presented under any Letter of Credit is paid such amounts become due and payable (whether as stated in this 4.2, by the Issuing Lender acceleration or otherwise) until payment in full (iwhether before or after judgment) shall be payable to the L/C Issuer on demand at the rate which would be payable specified in 5.10 for overdue principal on any Loans that are Base Rate Loans at such time until such payment is required to be made pursuant to subsection 3.5(a), and (ii) thereafter, at the rate which would be payable on any Loans that are Base Rate Loans at such time which were then overdueRevolving Credit Loans. (c) For the avoidance of doubt, subject to the provisos in the third sentence of subsection 2.12(a) and the last sentence of subsection 3.5(a) of this Agreement, all payments due from the Borrower hereunder in respect of Foreign L/Cs (and Reimbursement Obligations in connection therewith) shall be made in Dollars as provided in subsection 2.12 of this Agreement.

Reimbursement Obligation of the Borrower. (a) The Borrower agrees to reimburse the each Issuing Lender Lender, on the same Business Day each date on which the such Issuing Lender notifies the Borrower of the date and amount of a draft presented under any Letter of Credit and paid by the such Issuing Lender provided such notice is received by 1:00 P.M.Lender, New York City time, on such Business Day, and the next Business Day if such notice is received after such time. The Issuing Lender shall provide notice to the Borrower on each Business Day on which a draft is presented indicating the Dollar Equivalent of for the amount of (ia) such draft so paid (and, in the case of a Foreign L/C, the amount of such draft so paid stated in the applicable Alternative Currency) and (iib) any taxes, fees, charges or other costs or expenses incurred by the such Issuing Lender in connection with such payment (the amounts described in the foregoing clauses (ia) and (ii) collectively with any interest accruing pursuant to paragraph (b) belowin respect of any drawing, collectively, the "Reimbursement Payment Amount"). Each such payment shall be made to the such Issuing Lender at its address for notices specified herein in lawful money the currency in which such Letter of Credit is denominated (except that, in the case of any Letter of Credit denominated in any Designated Foreign Currency, in the event that such payment is not made to the Issuing Lender within one Business Day of the United States date of America receipt by the Borrower of such notice, upon notice by the Issuing Lender to the Borrower, such payment shall be made in Dollars, in an amount equal to the Dollar Equivalent of the amount of such payment converted on the date of such notice into Dollars at the Spot Rate of Exchange on such date) and in immediately available funds; provided, that, with respect to any Reimbursement Obligations of the Borrower arising from the presentment to . Any conversion by the Issuing Lender of a draft under a Foreign L/C, any payment to be made by the Borrower may make payment in respect of any Letter of Credit denominated in any Designated Foreign Currency into Dollars in accordance with this Section 3.5 shall be conclusive and binding upon the Borrower and the Revolving Credit Lenders in the applicable Alternative Currency if such payment is received by absence of manifest error; provided that upon the request of the Borrower or any Revolving Credit Lender, the Issuing Lender on shall provide to the date Borrower or Revolving Credit Lender a certificate including reasonably detailed information as to the calculation of such draft is paid by the Issuing Lender. (b) conversion. Interest shall be payable on the Dollar Equivalent of any and all amounts remaining unpaid by the Borrower under this subsection each Payment Amount from the date a draft presented under any Letter of Credit is paid by the Issuing Lender applicable drawing until payment in full at the rate set forth in (i) at until the rate which would be payable on any Loans that are Base Rate Loans at such time until such payment is required to be made pursuant to subsection 3.5(a)second Business Day following the date of the applicable drawing, Section 2.13(b) and (ii) thereafter, at Section 2.13(c). Each drawing under any Letter of Credit shall (unless an event of the rate type described in clause (i) or (ii) of Section 8(f) shall have occurred and be continuing with respect to the Borrower, in which would be payable on any Loans that are case the procedures specified in Section 3.4 for funding by L/C Participants shall apply) constitute a request by the Borrower to the Administrative Agent for a borrowing pursuant to Section 2.5 of Base Rate Loans at in the amount of such time which were then overdue. drawing (c) For or, in the avoidance case of doubtany Letter of Credit denominated in any Designated Foreign Currency, subject in an amount equal to the provisos in Dollar Equivalent of the third sentence amount of subsection 2.12(a) and such drawing converted on the last sentence date of subsection 3.5(a) such borrowing into Dollars at the Spot Rate of this AgreementExchange on such date). The Borrowing Date with respect to such borrowing shall be the first date on which a borrowing of Revolving Credit Loans could be made, all payments due pursuant to Section 2.5, if the Administrative Agent had received a notice of such borrowing at the time the Administrative Agent receives notice from the Borrower hereunder in respect relevant Issuing Lender of Foreign L/Cs (and Reimbursement Obligations in connection therewith) shall be made in Dollars as provided in subsection 2.12 such drawing under such Letter of this AgreementCredit.

Reimbursement Obligation of the Borrower. (a) The Borrower ---------------------------------------- agrees to reimburse the Issuing Lender on the same Business Day within 24 hours each date on which the Issuing Lender notifies the Borrower of the date and amount of a draft presented paid under any Letter of Credit and paid by the Issuing Lender provided such notice is received by 1:00 P.M., New York City time, on such Business Day, and the next Business Day if such notice is received after such time. The Issuing Lender shall provide notice to the Borrower on each Business Day on which a draft is presented indicating the Dollar Equivalent of for the amount of (ia) such draft so paid (and, in the case of a Foreign L/C, the amount of such draft so paid stated in the applicable Alternative Currency) and (iib) any taxes, fees, charges or other costs or expenses incurred by the Issuing Lender in connection with such payment ((i) and (ii) collectively with any interest accruing pursuant to paragraph (b) below, the "Reimbursement Amount")payment. Each such payment shall be made to the Issuing Lender at its address for notices specified herein in lawful money of the United States of America and in immediately available funds; provided, that, with respect to any Reimbursement Obligations of the Borrower arising from the presentment to the Issuing Lender of a draft under a Foreign L/C, the Borrower may make payment in the applicable Alternative Currency if such payment is received by the Issuing Lender on the date such draft is paid by the Issuing Lender. (b) . Interest shall be payable on the Dollar Equivalent of any and all amounts remaining unpaid by the Borrower under this subsection Article 3 from the date a draft presented under any Letter of Credit is such amounts accrue or are drawn at the rate payable on the Loans pursuant to Section 4.1 hereof and on all such amounts which are not paid when due (whether at stated maturity, by the Issuing Lender until payment in full (iacceleration or otherwise) at the rate which would be payable on any outstanding Loans that are Base Rate Loans at such time until such payment is required to be made pursuant to subsection 3.5(a), and (ii) thereafter, at the rate which would be payable on any Loans that are Base Rate Loans at such time which were then overdue. (c) For . If the avoidance Borrower fails to timely reimburse the Lender on the date the Borrower receives the notice referred to in this Section 3.4, the Borrower shall be deemed to have timely given a Notice of doubtBorrowing hereunder to the Lender requesting a Loan on such date in an amount equal to the amount of such drawing and, subject to the provisos satisfaction or waiver of the conditions precedent specified in Article 5, the third sentence Lender shall make a Loan in such amount, the proceeds of subsection 2.12(a) and the last sentence of subsection 3.5(a) of this Agreement, all payments due from the Borrower hereunder in respect of Foreign L/Cs (and Reimbursement Obligations in connection therewith) which shall be made in Dollars as provided in subsection 2.12 applied to reimburse the Lender for the amount of this Agreementthe related drawing and costs and expenses.

Reimbursement Obligation of the Borrower. (a) The Each applicable Borrower agrees to reimburse the relevant Issuing Lender on no later than the same first Business Day following each date on which the such Issuing Lender notifies the such Borrower of the date and amount of a draft presented under any Letter of Credit issued for the account of such Borrower (or for the joint and several account of such Borrower and any Subsidiary) and paid by the such Issuing Lender provided such notice is received by 1:00 P.M., New York City time, on such Business Day, and the next Business Day if such notice is received after such time. The Issuing Lender shall provide notice to the Borrower on each Business Day on which a draft is presented indicating the Dollar Equivalent of for the amount of (ia) such draft so paid (and, in the case of a Foreign L/C, the amount of such draft so paid stated in the applicable Alternative Currency) and (iib) any taxes, fees, charges or other costs or expenses incurred by the such Issuing Lender in connection with such payment payment; provided, that such reimbursement obligation of such Borrower shall be deemed to be satisfied when the Revolving Lenders have funded Revolving Loans in the amount of such draft so paid to reimburse such Lender in accordance with the following procedures: (A) the applicable Issuing Lender shall also notify the Administrative Agent of the amount to be so reimbursed, (iB) such Borrower shall automatically be deemed to have requested a borrowing of Revolving Loans to be made as ABR Loans in the amount of such reimbursement obligation, and (iiC) collectively the Administrative Agent shall have notified each Revolving Lender of the same and the amount to be funded by such Revolving Lender, which amount with any interest accruing pursuant respect to paragraph such Revolving Lender shall equal its Revolving Percentage of such reimbursement obligation (b) below, which shall be funded by such Revolving Lender whether or not the "Reimbursement Amount"conditions to borrowing set forth in Section 5.2 are satisfied). Each such payment shall be made to the relevant Issuing Lender at its address for notices specified herein in lawful money of the United States of America and in immediately available funds; provided, that, with respect to any Reimbursement Obligations of the Borrower arising from the presentment to the Issuing Lender of a draft under a Foreign L/C, the Borrower may make payment in the applicable Alternative Currency if such payment is received by the Issuing Lender on the date such draft is paid by the Issuing Lender. (b) . Interest shall be payable on the Dollar Equivalent of any and all amounts remaining unpaid by the applicable Borrower under this subsection Section from the date a draft presented under any Letter of Credit is paid such amounts become payable (whether at stated maturity, by the Issuing Lender acceleration or otherwise) until payment in full at the rate set forth in (i) at until the rate which would be payable on any Loans that are Base Rate Loans at such time until such payment is required to be made pursuant to subsection 3.5(a)second Business Day following the date of the applicable drawing, Section 2.16(b) and (ii) thereafter, at the rate which would be payable on any Loans that are Base Rate Loans at such time which were then overdueSection 2.16(c). (c) For the avoidance of doubt, subject to the provisos in the third sentence of subsection 2.12(a) and the last sentence of subsection 3.5(a) of this Agreement, all payments due from the Borrower hereunder in respect of Foreign L/Cs (and Reimbursement Obligations in connection therewith) shall be made in Dollars as provided in subsection 2.12 of this Agreement.

Reimbursement Obligation of the Borrower. In order to induce each of the Fronting Bank and the LC Administrator (on behalf of the Lenders) to issue, extend and renew each Letter of Credit and the Lenders to participate therein, the Borrower hereby agrees: (a) The Borrower agrees to reimburse or pay to the Applicable Issuing Lender Party for the account of the Applicable Issuing Party or (as the case may be) the applicable Lenders, with respect to each Letter of Credit issued, extended or renewed by the Applicable Issuing Party hereunder, on each date that any draft presented under such Letter of Credit is honored by the same Business Day on which Applicable Issuing Party, the Issuing Lender notifies the Borrower Dollar Equivalent as of the date and for the amount of a draft presented paid by such Person under any or with respect to such Letter of Credit and paid by Credit, provided, that, the Issuing Lender provided such notice is received by 1:00 P.M., New York City time, on such Business Day, and the next Business Day if such notice is received after such time. The Issuing Lender shall provide notice to failure of the Borrower on each Business Day on which to immediately reimburse such Person for amounts due pursuant to this §2.2.5(a) shall be an Event of Default and upon the occurrence of such Event of Default, the Administrative Agent may issue a draft is presented indicating Notice of Exclusive Control and apply all or any portion of the Pledged Collateral towards the payment obligations described herein, and (b) that the Administrative Agent may, upon the acceleration of the Obligations in accordance with §11, exercise all rights and remedies in respect of the Pledged Collateral and any proceeds thereof, to collect an amount equal to the Dollar Equivalent of the amount of (i) such draft so paid (and, in the case of a Foreign L/C, the amount of such draft so paid stated in the applicable Alternative Currency) and (ii) any taxes, fees, charges or other costs or expenses incurred by the Issuing Lender in connection with such payment ((i) and (ii) collectively with any interest accruing pursuant to paragraph (b) below, the "Reimbursement Amount")then outstanding Obligations. Each such payment contemplated by §2.2.5(a) shall be made to the Applicable Issuing Lender Party at its address for notices specified herein in lawful money of the United States of America and such Applicable Issuing Party’s Office in immediately available funds; provided, that, with respect to any Reimbursement Obligations of the Borrower arising from the presentment to the Issuing Lender of a draft under a Foreign L/C, the Borrower may make payment in the applicable Alternative Currency if such payment is received by the Issuing Lender . Interest on the date such draft is paid by the Issuing Lender. (b) Interest shall be payable on the Dollar Equivalent of any and all amounts remaining unpaid by the Borrower under this subsection §2.2.5 at any time from the date a draft presented under any Letter of Credit is paid such amounts become due and payable (whether as stated in this §2.2.5, by the Issuing Lender acceleration or otherwise) until payment in full (iwhether before or after judgment) shall be payable to the Administrative Agent on demand at the rate which would be payable on any Loans that are Base Rate Loans at such time until such payment is required to be made pursuant to subsection 3.5(a), and (ii) thereafterspecified in 2.2.6. Any Pledged Collateral or proceeds thereof collected by the Administrative Agent may be, at the rate which would be payable on Administrative Agent’s sole discretion, converted into the applicable Alternative Currency, with any Loans that are Base Rate Loans at such time which were then overdue. (c) For the avoidance of doubt, subject conversion costs being considered a collection expense and added to the provisos in the third sentence Obligations. All payments of subsection 2.12(a) and the last sentence of subsection 3.5(a) of this AgreementFees, all payments due from the Borrower hereunder in respect of Foreign L/Cs (interest and Reimbursement Obligations in connection therewith) to the Lenders shall be made in Dollars as provided even if the underlying Letter of Credit is denominated in subsection 2.12 of this Agreementan Alternative Currency.

Reimbursement Obligation of the Borrower. (a) The Borrower agrees to reimburse the Issuing Lender on (it being understood that such reimbursement shall be effected by means of a borrowing of Committed Loans unless the same Business Day on which Administrative Agent shall determine in its discretion that such Committed Loans may not be made for such purpose as a result of a Default or Event of Default pursuant to Section 9(f)), upon receipt of notice from the Issuing Lender notifies the Borrower of the date and amount of a draft presented under any Letter of Credit and paid by the Issuing Lender provided such notice is received by 1:00 P.M.Lender, New York City time, on such Business Day, and the next Business Day if such notice is received after such time. The Issuing Lender shall provide notice to the Borrower on each Business Day on which a draft is presented indicating the Dollar Equivalent of for the amount of (i) such draft so paid (and, in the case of a Foreign L/C, the amount of such draft so paid stated in the applicable Alternative Currency) and (ii) any taxes, fees, charges or other costs or expenses incurred by the Issuing Lender in connection with such payment ((i) and (ii) collectively with any interest accruing pursuant to paragraph (b) below, the "Reimbursement Amount")payment. Each such payment shall be made to the Issuing Lender Lender, at its address for notices specified herein in lawful money of the United States of America Dollars and in immediately available funds; provided, that, with respect to any Reimbursement Obligations of the Borrower arising from the presentment to the Issuing Lender of a draft under a Foreign L/C, the Borrower may make payment in the applicable Alternative Currency if such payment is received by the Issuing Lender on the date on which the Borrower receives such draft is paid by notice, if received prior to 11:00 A.M., Dallas, Texas time, on a Business Day and otherwise on the Issuing Lendernext succeeding Business Day. (b) Interest shall be payable on the Dollar Equivalent of any and all amounts remaining unpaid by the Borrower under this subsection Section 3.5, (i) from the date a the draft presented under the affected Letter of Credit is paid to the date on which the Borrower is required to pay such amounts pursuant to paragraph (a) above at a rate per annum equal to the ABR plus the Applicable Margin and (ii) thereafter until payment in full at the rate specified in Section 4.1(e). Except as otherwise specified in Section 3.5(a), each drawing under any Letter of Credit is paid shall constitute a request by the Borrower to the Administrative Agent for a borrowing of Committed Loans that are ABR Loans pursuant to Section 2.3 in the amount of such drawing. The Borrowing Date with respect to such borrowing shall be the date of payment of such drawing and the proceeds of such Committed Loans shall be applied by the Administrative Agent to reimburse the Issuing Lender until payment in full (i) at for the rate which would be payable on amounts paid under such Letter of Credit. In the event that any Loans that are Base Rate Loans at such time until such payment is required to Committed Loan cannot for any reason be made pursuant on the date otherwise required above (including, without limitation, as a result of the commencement of a proceeding under the Bankruptcy Code with respect to subsection 3.5(athe Borrower), and then each Lender shall forthwith purchase (iias of the date such borrowing would otherwise have occurred) thereafter, at from the rate which would be payable on any Loans that are Base Rate Loans at such time which were then overdue. (c) For the avoidance of doubt, subject to the provisos Issuing Lender a participation interest in the third sentence unreimbursed disbursements and related costs and expenses in an amount equal to such Lender's Specified Percentage of subsection 2.12(a) the unreimbursed disbursements and the last sentence of subsection 3.5(a) of this Agreement, all payments due from the Borrower hereunder other costs and expenses included in respect of Foreign L/Cs (and Reimbursement Obligations in connection therewith) shall be made in Dollars as provided in subsection 2.12 of this AgreementObligations.

Reimbursement Obligation of the Borrower. (a) The Borrower agrees In order to reimburse induce the Issuing Lender on the same Business Day on which the Issuing Lender notifies the Borrower of the date to issue, extend and amount of a draft presented under any renew each Letter of Credit and the Lenders to participate therein, the Borrower hereby agrees to reimburse or pay to the Administrative Agent, for the account of the Issuing Lender or (as the case may be) the Lenders, with respect to each Letter of Credit issued, extended or renewed by the Issuing Lender hereunder, (a) except as otherwise expressly provided in Section 4.2(b) and (c), on each date that any draft presented under such Letter of Credit is honored by the Issuing Lender, or the Issuing Lender otherwise makes a payment with respect thereto, (i) the amount paid by the Issuing Lender provided under or with respect to such notice is received by 1:00 P.M., New York City time, on such Business Day, and Letter of Credit denominated in the next Business Day if such notice is received after such time. The Issuing Lender shall provide notice to the Borrower on each Business Day on same currency in which a draft is presented indicating the Dollar Equivalent of the amount of (i) such draft so paid (andor such payment was denominated, in the case of a Foreign L/C, the amount of such draft so paid stated in the applicable Alternative Currency) and (ii) the amount of any taxes, fees, charges or other costs or and expenses whatsoever incurred by the Issuing Lender, the Administrative Agent or any Lender in connection with any payment made by the Issuing Lender or any Lender under, or with respect to, such payment ((i) Letter of Credit, denominated in the same currency in which such costs and (ii) collectively with any interest accruing pursuant to paragraph expenses were denominated, (b) belowupon the reduction (but not termination) of the Total Revolver A Commitment to an amount less than the Dollar Equivalent of the Maximum Drawing Amount, the "Dollar Equivalent of an amount equal to such difference, which amount shall be held by the Administrative Agent for the benefit of the Lenders and the Issuing Lender as cash collateral for all Reimbursement Amount")Obligations, and (c) upon the termination of the Total Revolver A Commitment, or the acceleration of the Reimbursement Obligations with respect to all Letters of Credit in accordance with Section 13.1, an amount equal to the then Maximum Drawing Amount on all Letters of Credit, which amount shall be held by the Administrative Agent for the benefit of the Lenders, the Administrative Agent and the Issuing Lender as cash collateral for all Reimbursement Obligations. Each such payment shall be made to the Issuing Lender Administrative Agent at its address for notices specified herein the Administrative Agent's Office in lawful money of the United States of America and in immediately available funds; provided, that, with respect to any Reimbursement Obligations of the Borrower arising from the presentment to the Issuing Lender of a draft under a Foreign L/C, the Borrower may make payment in the applicable Alternative Currency if such payment is received by the Issuing Lender Same Day Funds. Interest on the date such draft is paid by the Issuing Lender. (b) Interest shall be payable on the Dollar Equivalent of any and all amounts remaining unpaid by the Borrower under this subsection Section 4.2 at any time from the date a draft presented under any Letter of Credit is paid such amounts become due and payable (whether as stated in this Section 4.2, by the Issuing Lender acceleration or otherwise) until payment in full (i) at the rate which would be payable on any Loans that are Base Rate Loans at such time until such payment is required to be made pursuant to subsection 3.5(a), and (ii) thereafter, at the rate which would be payable on any Loans that are Base Rate Loans at such time which were then overdue. (c) For the avoidance of doubt, subject to the provisos in the third sentence of subsection 2.12(a) and the last sentence of subsection 3.5(a) of this Agreement, all payments due from the Borrower hereunder in respect of Foreign L/Cs (and Reimbursement Obligations in connection therewithwhether before or after judgment) shall be made in Dollars as provided in subsection 2.12 of this Agreementpayable to the Administrative Agent on demand at the Base Rate.

Reimbursement Obligation of the Borrower. (a) The Borrower agrees In order to reimburse induce the Issuing Lender on the same Business Day on which the Issuing Lender notifies the Borrower of the date Administrative Agent to issue, extend and amount of a draft presented under any renew each Letter of Credit and the Lenders to participate therein, the Borrower hereby agrees to reimburse or pay to the Administrative Agent, for the account of the Administrative Agent or (as the case may be) the Lenders, with respect to each Letter of Credit issued, extended or renewed by the Administrative Agent hereunder, (a) except as otherwise expressly provided in (S)4.2(b) and (c), on each date that any draft presented under such Letter of Credit is honored by the Administrative Agent, or the Administrative Agent otherwise makes a payment with respect thereto, (i) the amount paid by the Issuing Lender provided Administrative Agent under or with respect to such notice is received by 1:00 P.M.Letter of Credit, New York City time, on such Business Day, and the next Business Day if such notice is received after such time. The Issuing Lender shall provide notice to the Borrower on each Business Day on which a draft is presented indicating the Dollar Equivalent of the amount of (i) such draft so paid (and, in the case of a Foreign L/C, the amount of such draft so paid stated in the applicable Alternative Currency) and (ii) the amount of any taxes, fees, charges or other costs or and expenses whatsoever incurred by the Issuing Administrative Agent or any Lender in connection with any payment made by the Administrative Agent or any Lender under, or with respect to, such payment ((i) and (ii) collectively with any interest accruing pursuant to paragraph Letter of Credit, (b) belowupon the reduction (but not termination) of the Total Commitment to an amount less than the Maximum Drawing Amount, an amount equal to such difference, which amount shall be held by the "Administrative Agent for the benefit of the Lenders and the Administrative Agent as cash collateral for all Reimbursement Amount")Obligations, and (c) upon the termination of the Total Commitment, or the acceleration of the Reimbursement Obligations with respect to all Letters of Credit in accordance with (S)13, an amount equal to the then Maximum Drawing Amount on all Letters of Credit, which amount shall be held by the Administrative Agent for the benefit of the Lenders and the Administrative Agent as cash collateral for all Reimbursement Obligations. Each such payment shall be made to the Issuing Lender Administrative Agent at its address for notices specified herein in lawful money of the United States of America and Administrative Agent's Office in immediately available funds; provided, that, with respect to any Reimbursement Obligations of the Borrower arising from the presentment to the Issuing Lender of a draft under a Foreign L/C, the Borrower may make payment in the applicable Alternative Currency if such payment is received by the Issuing Lender . Interest on the date such draft is paid by the Issuing Lender. (b) Interest shall be payable on the Dollar Equivalent of any and all amounts remaining unpaid by the Borrower under this subsection (S)4.2 at any time from the date a draft presented under any Letter of Credit is paid such amounts become due and payable (whether as stated in this (S)4.2, by the Issuing Lender acceleration or otherwise) until payment in full (iwhether before or after judgment) shall be payable to the Administrative Agent on demand at the rate which would be payable specified in (S)5.11 for overdue principal on any Loans that are Base Rate Loans at such time until such payment is required to be made pursuant to subsection 3.5(a), and (ii) thereafter, at the rate which would be payable on any Loans that are Base Rate Loans at such time which were then overdueLoans. (c) For the avoidance of doubt, subject to the provisos in the third sentence of subsection 2.12(a) and the last sentence of subsection 3.5(a) of this Agreement, all payments due from the Borrower hereunder in respect of Foreign L/Cs (and Reimbursement Obligations in connection therewith) shall be made in Dollars as provided in subsection 2.12 of this Agreement.

Reimbursement Obligation of the Borrower. (a) The If any draft is paid under any North American Letter of Credit, the Borrower agrees to shall reimburse the relevant North American Issuing Lender on in the same Business Day on currency in which the Issuing Lender notifies the Borrower of the date and amount of a draft presented under any Letter of Credit and paid by the Issuing Lender provided such notice is received by 1:00 P.M., New York City time, on such Business Day, and the next Business Day if such notice is received after such time. The Issuing Lender shall provide notice to the Borrower on each Business Day on which a draft is presented indicating the Dollar Equivalent of paid for the amount of (ia) such the draft so paid (and, in the case of a Foreign L/C, the amount of such draft so paid stated in the applicable Alternative Currency) and (iib) any taxes, fees, charges or other costs or expenses incurred by the such North American Issuing Lender in connection with such payment (payment, not later than 12:00 Noon, New York City time, on (i) and the Business Day that the Borrower receives notice of such draft, if such notice is received on such day prior to 10:00 A.M., New York City time, or (ii) collectively with any interest accruing pursuant to paragraph if clause (bi) belowabove does not apply, the "Reimbursement Amount")Business Day immediately following the day that the Borrower receives such notice. Each such payment shall be made to the such North American Issuing Lender at its address for notices specified referred to herein in lawful money of Dollars or Canadian Dollars, as the United States of America case may be, and in immediately available funds; provided, that, with respect to any Reimbursement Obligations of the Borrower arising from the presentment to the Issuing Lender of a draft under a Foreign L/C, the Borrower may make payment in the applicable Alternative Currency if such payment is received by the Issuing Lender on the date such draft is paid by the Issuing Lender. (b) . Interest shall be payable on the Dollar Equivalent of any and all such amounts remaining unpaid by the Borrower under this subsection from the date a on which the relevant draft presented under any Letter of Credit is paid by the Issuing Lender until payment in full (i) at the rate which would be payable on any Loans that are Base Rate Loans at such time set forth in (x) until such payment is required to be made pursuant to subsection 3.5(athe Business Day next succeeding the date of the relevant notice, Section 2.16(b) or Section 2.16(c), as applicable, and (iiy) thereafter, at Section 2.16(e). Notwithstanding the rate which would be payable on any Loans that foregoing, whether or not the conditions in Section 6.2 are Base Rate Loans at such time which were then overdue. satisfied or a Default or Event of Default exists (c) For other than under Section 9(f)), each of the avoidance of doubt, subject to the provisos in the third sentence of subsection 2.12(a) Administrative Agent and the last sentence Borrower shall have the absolute and unconditional right to require that such payment be financed with a North American Revolving Loan, which may be an ABR Loan, a Canadian Prime Rate Loan, or a Swingline Loan. If the Borrower does not make such payment by the time specified, the Administrative Agent shall so notify each North American Revolving Lender of subsection 3.5(a) of this Agreementsuch failure, all payments the payment then due from the Borrower hereunder in respect thereof and such Lender’s North American Revolving Percentage thereof. Promptly following receipt of Foreign L/Cs (and Reimbursement Obligations such notice, each North American Revolving Lender shall pay to the Administrative Agent its North American Revolving Percentage of the payment then due from the Borrower, in connection therewith) shall be made in Dollars the same manner as provided in subsection 2.12 Section 2.5 with respect to North American Revolving Loans made by such Lender (and Section 2.5 shall apply, mutatis mutandis, to the payment obligations of the North American Revolving Lenders) and the Administrative Agent shall promptly pay to the relevant North American Issuing Lender the amounts so received by it from the North American Revolving Lenders. Promptly following receipt by the Administrative Agent of any payment from the Borrower pursuant to this Agreementparagraph, the Administrative Agent shall distribute such payment to such North American Issuing Lender or, to the extent that North American Revolving Lenders have made payments pursuant to this paragraph to reimburse such North American Issuing Lender, then to such Lenders and such North American Issuing Lender as their interests may appear. Any payment made by a North American Revolving Lender pursuant to this paragraph to reimburse such North American Issuing Lender for any amounts due by the Borrower pursuant to this paragraph (other than the funding of North American Revolving Loans or a Swingline Loan as contemplated above) shall not constitute a Loan and shall not relieve the Borrower of its obligation to reimburse such amounts.

Reimbursement Obligation of the Borrower. (a) The Borrower agrees In order to reimburse induce the Issuing Lender on the same Business Day on which the Issuing Lender notifies the Borrower of the date Fronting Bank to issue, extend and amount of a draft presented under any renew each Letter of Credit and the Banks to participate therein, the Borrower hereby agrees, except as contemplated in §3.3, to reimburse or pay to the Fronting Bank, for the account of the Fronting Bank or (as the case may be) the Banks, with respect to each Letter of Credit issued, extended or renewed by the Fronting Bank hereunder, (a) except as otherwise expressly provided in §3.2(b) and (c) or §3.3, promptly upon notification by the Fronting Bank or the Agent that any draft presented under such Letter of Credit is honored by the Fronting Bank, or the Fronting Bank otherwise makes a payment with respect thereto, (i) the amount paid by the Issuing Lender provided Fronting Bank under or with respect to such notice is received by 1:00 P.M.Letter of Credit, New York City time, on such Business Day, and the next Business Day if such notice is received after such time. The Issuing Lender shall provide notice to the Borrower on each Business Day on which a draft is presented indicating the Dollar Equivalent of the amount of (i) such draft so paid (and, in the case of a Foreign L/C, the amount of such draft so paid stated in the applicable Alternative Currency) and (ii) any taxes, fees, charges or other costs or expenses incurred by the Issuing Lender in connection with such payment ((i) and (ii) collectively with any interest accruing amounts payable pursuant to paragraph §5.6 under, or with respect to, such Letter of Credit, (b) belowupon the reduction (but not termination) of the Total Commitment to an amount less than the then Outstanding Amount of all Letter of Credit Obligations, an amount equal to such difference, which amount shall be held by the "Agent in an interest-bearing account (with interest to be added to such account) as Cash Collateral for the benefit of the Banks and the Agent for all Reimbursement Amount")Obligations, and (c) upon the termination of the Total Commitment, or the acceleration of the Reimbursement Obligations with respect to all Letters of Credit in accordance with §14, an amount equal to the then Outstanding Amount of all Letter of Credit Obligations, which amount shall be held by the Agent in an interest-bearing account (with interest to be added to such account) as Cash Collateral for the benefit of the Banks and the Agent for all Reimbursement Obligations. Each such payment shall be made to the Issuing Lender at its address Agent for notices specified herein in lawful money the benefit of the United States of America and Banks at the Agent’s Funding Office for the Applicable Currency in immediately available funds; provided, that, with respect to any Reimbursement Obligations of Same Day Funds. In the Borrower arising from the presentment to the Issuing Lender case of a draft under a Foreign L/CLetter of Credit denominated in an Alternative Currency, the Borrower may make payment shall reimburse the Fronting Bank in such Alternative Currency, unless (A) the Fronting Bank (at its option) shall have specified in such notice that it will require reimbursement in Dollars, or (B) in the applicable absence of any such requirement for reimbursement in Dollars, the Borrower shall have notified the Fronting Bank promptly following receipt of the notice of drawing that the Borrower will reimburse the Fronting Bank in Dollars. In the case of any such reimbursement in Dollars of a drawing under a Letter of Credit denominated in an Alternative Currency if such payment is received by Currency, the Issuing Lender on Fronting Bank shall notify the date such draft is paid by the Issuing Lender. (b) Interest shall be payable on Borrower of the Dollar Equivalent of the amount of the drawing promptly following the determination thereof. In the event that (A) a drawing denominated in an Alternative Currency is to be reimbursed in Dollars pursuant to the second sentence in this §3.2 and (B) the Dollar amount paid by the Borrower shall not be adequate on the date of that payment to purchase in accordance with normal banking procedures a sum denominated in the Alternative Currency equal to the drawing, the Borrower agrees, as a separate and independent obligation, to indemnify the Fronting Bank for the loss resulting from its inability on that date to purchase the Alternative Currency in the full amount of the drawing. Interest on any and all amounts not converted to a Revolving Credit Loan pursuant to §3.3 and remaining unpaid by the Borrower under this subsection §3.2 at any time from the date a draft presented under any Letter of Credit is paid such amounts become due and payable (whether as stated in this §3.2, by the Issuing Lender acceleration or otherwise) until payment in full (iwhether before or after judgment) shall be payable to the Agent for the benefit of the Banks on demand at the rate which would be payable specified in §5.10 for overdue principal on any Loans that are Base Rate Loans at such time until such payment is required to be made pursuant to subsection 3.5(a), and (ii) thereafter, at the rate which would be payable on any Loans that are Base Rate Loans at such time which were then overdueLoans. (c) For the avoidance of doubt, subject to the provisos in the third sentence of subsection 2.12(a) and the last sentence of subsection 3.5(a) of this Agreement, all payments due from the Borrower hereunder in respect of Foreign L/Cs (and Reimbursement Obligations in connection therewith) shall be made in Dollars as provided in subsection 2.12 of this Agreement.

Reimbursement Obligation of the Borrower. (a) The Borrower agrees In order to reimburse induce the Issuing Lender on the same Business Day on which the Issuing Lender notifies the Borrower of the date Administrative Agent to issue, extend and amount of a draft presented under any renew each Letter of Credit and the Lenders to participate therein, the Borrower hereby agrees to reimburse or pay to the Administrative Agent, for the account of the Administrative Agent or (as the case may be) the Lenders, with respect to each Letter of Credit issued, extended or renewed by the Administrative Agent hereunder, (a) except as otherwise expressly provided in Section 5.2(b) and (c), on each date that any draft presented under such Letter of Credit is honored by the Administrative Agent, or the Administrative Agent otherwise makes a payment with respect thereto, (i) the amount paid by the Issuing Lender provided Administrative Agent under or with respect to such notice is received by 1:00 P.M.Letter of Credit, New York City time, on such Business Day, and the next Business Day if such notice is received after such time. The Issuing Lender shall provide notice to the Borrower on each Business Day on which a draft is presented indicating the Dollar Equivalent of the amount of (i) such draft so paid (and, in the case of a Foreign L/C, the amount of such draft so paid stated in the applicable Alternative Currency) and (ii) the amount of any taxes, fees, charges or other costs or and expenses whatsoever incurred by the Issuing Administrative Agent or any Lender in connection with any payment made by the Administrative Agent or any Lender under, or with respect to, such payment ((i) and (ii) collectively with any interest accruing pursuant to paragraph Letter of Credit, (b) belowupon the reduction (but not termination) of the Total Commitment to an amount less than the Maximum Drawing Amount, an amount equal to such difference, which amount shall be held by the "Administrative Agent for the benefit of the Lenders and the Administrative Agent as cash collateral for all Reimbursement Amount")Obligations, and (c) upon the termination of the Total Commitment, or the acceleration of the Reimbursement Obligations with respect to all Letters of Credit in accordance with Section 14, an amount equal to the then Maximum Drawing Amount on all Letters of Credit, which amount shall be held by the Administrative Agent for the benefit of the Lenders and the Administrative Agent as cash collateral for all Reimbursement Obligations. Each such payment shall be made to the Issuing Lender Administrative Agent at its address for notices specified herein in lawful money of the United States of America and Administrative Agent's Office in immediately available funds; provided, that, with respect to any Reimbursement Obligations of the Borrower arising from the presentment to the Issuing Lender of a draft under a Foreign L/C, the Borrower may make payment in the applicable Alternative Currency if such payment is received by the Issuing Lender . Interest on the date such draft is paid by the Issuing Lender. (b) Interest shall be payable on the Dollar Equivalent of any and all amounts remaining unpaid by the Borrower under this subsection Section 5.2 at any time from the date a draft presented under any Letter of Credit is paid such amounts become due and payable (whether as stated in this Section 5.2, by the Issuing Lender acceleration or otherwise) until payment in full (iwhether before or after judgment) shall be payable to the Administrative Agent on demand at the rate which would be payable specified in Section 6.11 for overdue principal on any Loans that are Base Rate Loans at such time until such payment is required to be made pursuant to subsection 3.5(a), and (ii) thereafter, at the rate which would be payable on any Loans that are Base Rate Loans at such time which were then overdueRevolving Credit Loans. (c) For the avoidance of doubt, subject to the provisos in the third sentence of subsection 2.12(a) and the last sentence of subsection 3.5(a) of this Agreement, all payments due from the Borrower hereunder in respect of Foreign L/Cs (and Reimbursement Obligations in connection therewith) shall be made in Dollars as provided in subsection 2.12 of this Agreement.

Reimbursement Obligation of the Borrower. In order to induce the Issuing Bank to issue, extend and renew each Letter of Credit and the other Banks to participate therein, the Borrower hereby agrees to reimburse or pay to the Agent, for the account of the Issuing Bank or (as the case may be) the Banks, with respect to each Letter of Credit issued, extended or renewed by the Issuing Bank hereunder, (a) The Borrower agrees to reimburse except as otherwise expressly provided in Section 4.2(b) and (c), within one Business Day following each date that any draft presented under such Letter of Credit is honored by the Issuing Lender on Bank and the same Issuing Bank has provided to the Borrower notice pursuant to Section 4.3 or within one Business Day following any date on which the Issuing Lender Bank notifies the Borrower of that the date and Issuing Bank has otherwise made a payment with respect thereto, (i) the amount of a draft presented under any Letter of Credit and paid by the Issuing Lender provided Bank under or with respect to such notice is received by 1:00 P.M.Letter of Credit, New York City time, on such Business Day, and the next Business Day if such notice is received after such time. The Issuing Lender shall provide notice to the Borrower on each Business Day on which a draft is presented indicating the Dollar Equivalent of the amount of (i) such draft so paid (and, in the case of a Foreign L/C, the amount of such draft so paid stated in the applicable Alternative Currency) and (ii) the amount of any taxes, fees, charges or other reasonable costs or and expenses whatsoever incurred by the Issuing Lender Bank or any other Bank in connection with any payment made by the Issuing Bank or any other Bank under, or with respect to, such payment ((i) and (ii) collectively with any interest accruing pursuant to paragraph Letter of Credit, (b) belowupon the reduction (but not termination) of the Total Commitment to an amount less than the Maximum Drawing Amount, an amount equal to such difference, which amount shall be held by the Agent for the benefit of the Banks and the Issuing Bank as cash collateral for all Reimbursement Obligations, and (c) upon the termination of the Total Commitment, or the acceleration of the Reimbursement Obligations with respect to all Letters of Credit in accordance with Section 13, an amount equal to the then Maximum Drawing Amount on all Letters of Credit, which amount shall be held by the Agent for the benefit of the Banks and the Issuing Bank as cash collateral for all Reimbursement Obligations. Upon the termination of the Total Commitment pursuant to Section 2.7, the "Agent agrees, so long as no Default or Event of Default has occurred and is continuing, to hold such cash collateral in an interest bearing account in the name of the Borrower, to pay current interest on such cash collateral to the Borrower, and upon the payment by the Borrower of any Reimbursement Amount")Obligations or the reduction of the Maximum Drawing Amount upon the cancellation of any Letter of Credit, the Agent agrees to return to the Borrower an amount equal to such payment or reduction together with unpaid interest accrued thereon through the date of such return. Each such payment shall be made to the Issuing Lender Agent at its address for notices specified herein in lawful money of the United States of America and Agent's Head Office in immediately available funds; provided, that, with respect to any Reimbursement Obligations of the Borrower arising from the presentment to the Issuing Lender of a draft under a Foreign L/C, the Borrower may make payment in the applicable Alternative Currency if such payment is received by the Issuing Lender . Interest on the date such draft is paid by the Issuing Lender. (b) Interest shall be payable on the Dollar Equivalent of any and all amounts remaining unpaid by the Borrower under this subsection Section 4.2 at any time from the date a draft presented under any Letter of Credit is paid such amounts become due and payable (whether as stated in this Section 4.2, by the Issuing Lender acceleration or otherwise) until payment in full (iwhether before or after judgment) shall be payable to the Agent on demand at the rate which would be payable specified in Section 5.11 for overdue principal on any Loans that are Base Rate Loans at such time until such payment is required to be made pursuant to subsection 3.5(a), and (ii) thereafter, at the rate which would be payable on any Loans that are Base Rate Loans at such time which were then overdueLoans. (c) For the avoidance of doubt, subject to the provisos in the third sentence of subsection 2.12(a) and the last sentence of subsection 3.5(a) of this Agreement, all payments due from the Borrower hereunder in respect of Foreign L/Cs (and Reimbursement Obligations in connection therewith) shall be made in Dollars as provided in subsection 2.12 of this Agreement.

Reimbursement Obligation of the Borrower. (a) The Borrower ---------------------------------------- agrees to reimburse the Issuing Lender on the same Business Day on which the Issuing Lender notifies the Borrower of the date and amount of a draft presented under any Letter of Credit and paid by the Issuing Lender provided such notice is received by 1:00 P.M., New York City time, on such Business Day, and the next Business Day if such notice is received after such time. The Issuing Lender shall provide notice to the Borrower on each Business Day on which a draft is presented and paid by the Issuing Lender indicating the Dollar Equivalent of the amount of (i) such draft so paid (and, in the case of a Foreign L/C, the amount of such draft so paid stated in the applicable Alternative Currency) and (ii) any taxes, fees, charges or other costs or expenses incurred by the Issuing Lender in connection with such payment ((i) and (ii) collectively with any interest accruing pursuant to paragraph (b) below, the "Reimbursement Amount")payment. Each such payment shall be made to the Issuing Lender at its address for notices specified herein in lawful money of the United States of America and in immediately available funds; provided, that, with respect to any Reimbursement Obligations of the Borrower arising from the presentment to the Issuing Lender of a draft under a Foreign L/C, the Borrower may make payment in the applicable Alternative Currency if such payment is received by the Issuing Lender on the date such draft is paid by the Issuing Lender. (b) Interest shall be payable on the Dollar Equivalent of any and all amounts remaining unpaid by the Borrower under this subsection from the date a draft presented under any Letter of Credit is paid by the Issuing Lender until payment in full (i) at the rate which would be payable on any Loans that are Base Rate Loans at such time until such payment is required to be made pursuant to subsection 3.5(a), and (ii) thereafter, at the rate which would be payable on any Loans that are Base Rate Loans at such time which were then overdue. (c) For the avoidance of doubt, subject to the provisos in the third sentence of subsection 2.12(a) and the last sentence of subsection 3.5(a) of this Agreement, all payments due from the Borrower hereunder in respect of Foreign L/Cs (and Reimbursement Obligations in connection therewith) shall be made in Dollars as provided in subsection 2.12 of this Agreement.

Reimbursement Obligation of the Borrower. (a) The Borrower agrees to reimburse the Issuing Lender on the same Business Day on which the Issuing Lender notifies the Borrower Bank in accordance with subsection 3.5(b) in respect of the date and amount of a any draft presented under any Letter of Credit and paid by the Issuing Lender provided such notice is received by 1:00 P.M., New York City time, on such Business Day, and the next Business Day if such notice is received after such time. The Issuing Lender shall provide notice to the Borrower on each Business Day on which a draft is presented indicating the Dollar Equivalent of Bank for the amount of (i) such draft so paid (and, in the case of a Foreign L/C, the amount of such draft so paid stated in the applicable Alternative Currency) and (ii) any taxes, fees, charges or other costs or expenses incurred by the Issuing Lender Bank in connection with such payment ((i) and (ii) collectively with any interest accruing pursuant to paragraph (b) below, the "Reimbursement Amount")payment. Each such payment shall be made to the Issuing Lender Bank at its address for notices specified herein in lawful money of the United States of America and in immediately available funds; provided. (b) If any draft shall be presented for payment under any Letter of Credit, that, the Issuing Bank shall promptly notify the Borrower of the date and amount thereof. The Borrower shall reimburse the Issuing Bank pursuant to subsection 3.5 (a) with respect to any Reimbursement Obligations drawing under any Letter of Credit on (i) the Borrower arising from the presentment to the Issuing Lender of a draft under a Foreign L/C, the Borrower may make payment in the applicable Alternative Currency if Business Day on which such payment is received by the Issuing Lender on the date such draft drawing is paid by the Issuing Lender. Bank, if notice of such drawing is given to the Borrower by the Issuing Bank prior to 12:00 Noon, New York City time, on the date such drawing is paid, or (bii) Interest the first Business Day after notice of such drawing is given to the Borrower by the Issuing Bank, if such notice is given after 12:00 Noon, New York City time, on the date such drawing is paid, and, if such drawing is reimbursed after the date of such drawing, interest shall be payable on the Dollar Equivalent amount of any and all amounts remaining unpaid by such drawing for the Borrower under this subsection period from the date a draft presented under any Letter of Credit such drawing is paid by the Issuing Lender Bank until reimbursed by the Borrower at the rate applicable to ABR Loans. If any amount payable under this subsection is not paid when due, interest shall be payable on such amount from the date such amount becomes payable under this subsection until payment in full (i) thereof at the rate which would be payable on any Loans that are Base Rate Loans at such time until such payment is required applicable to be made pursuant to subsection 3.5(a), and (ii) thereafter, at the rate which would be payable on any Loans that are Base Rate Loans at such time which were then overdueoverdue ABR Loans. (c) For the avoidance of doubt, subject to the provisos in the third sentence of subsection 2.12(a) and the last sentence of subsection 3.5(a) of this Agreement, all payments due from the Borrower hereunder in respect of Foreign L/Cs (and Reimbursement Obligations in connection therewith) shall be made in Dollars as provided in subsection 2.12 of this Agreement.

Reimbursement Obligation of the Borrower. (a) The Borrower agrees to reimburse the Issuing Lender on the same Business Day on which the Issuing Lender notifies the Borrower of the date and amount of a If any draft presented is paid under any Letter of Credit and paid by or any Bankers’ Acceptance is presented for payment, the Issuing Lender provided such notice is received by 1:00 P.M., New York City time, on such Business Day, and the next Business Day if such notice is received after such time. The applicable Issuing Lender shall provide notify the Company and the Administrative Agent thereof. In the case of a Letter of Credit or Bankers’ Acceptance denominated in an Alternative Currency, the Company shall reimburse the applicable Issuing Lender in such Alternative Currency, unless (A) the applicable Issuing Lender (at its option) shall have specified in such notice to that it will require reimbursement in Dollars, or (B) in the Borrower on each Business Day on which absence of any such requirement for reimbursement in Dollars, the Company shall have notified the applicable Issuing Lender promptly following receipt of the notice of drawing or payment that the Company will reimburse the applicable Issuing Lender in Dollars. In the case of any such reimbursement in Dollars of a draft is presented indicating drawing under a Letter of Credit or payment under a Bankers’ Acceptance denominated in an Alternative Currency, the Administrative Agent shall notify the applicable Issuing Lender and the Company of the Dollar Equivalent of the amount of the drawing or payment promptly following the determination thereof. The applicable Borrower shall reimburse the applicable Issuing Lender for the amount of (ia) such the draft so paid (and, in the case of a Foreign L/C, the amount of such draft so paid stated in the applicable Alternative Currency) and (iib) any taxes, fees, charges or other costs or expenses incurred by the applicable Issuing Lender in connection with such payment payment, not later than 12:00 Noon, New York City time (in the case of any reimbursement in Dollars) or the Local Time (in the case of any reimbursement in an Alternative Currency) on (i) and (ii) collectively with any interest accruing pursuant to paragraph (b) below, the "Reimbursement Amount"). Each such payment shall be made to the Issuing Lender at its address for notices specified herein in lawful money of the United States of America and in immediately available funds; provided, that, with respect to any Reimbursement Obligations of the Borrower arising from the presentment to the Issuing Lender of a draft under a Foreign L/C, the Borrower may make payment in Business Day that the applicable Alternative Currency if such payment is received by the Issuing Lender on the date Borrower receives notice of such draft is paid by the Issuing Lender. (b) Interest shall be payable on the Dollar Equivalent of any and all amounts remaining unpaid by the Borrower under this subsection from the date a draft presented under any Letter of Credit is paid by the Issuing Lender until payment in full (i) at the rate which would be payable on any Loans that are Base Rate Loans at such time until such payment is required to be made pursuant to subsection 3.5(a), and (ii) thereafter, at the rate which would be payable on any Loans that are Base Rate Loans at such time which were then overdue. (c) For the avoidance of doubt, subject to the provisos in the third sentence of subsection 2.12(a) and the last sentence of subsection 3.5(a) of this Agreement, all payments due from the Borrower hereunder in respect of Foreign L/Cs (and Reimbursement Obligations in connection therewith) shall be made in Dollars as provided in subsection 2.12 of this Agreement.or payment,

Reimbursement Obligation of the Borrower. (a) The Borrower Each Account Party agrees to reimburse the each Issuing Lender Bank on the same Business Day each date on which the such Issuing Lender Bank notifies the Borrower such Account Party of the date and amount of a draft presented under any Letter of Credit issued by such Issuing Bank for the account of or at the request of such Account Party and paid by the such Issuing Lender provided such notice is received by 1:00 P.M., New York City time, on such Business Day, and the next Business Day if such notice is received after such time. The Issuing Lender shall provide notice to the Borrower on each Business Day on which a draft is presented indicating the Dollar Equivalent of Bank for the amount of (i) such draft so paid (and, in the case of a Foreign L/C, the amount of such draft so paid stated in the applicable Alternative Currency) and (ii) any taxes, fees, charges or other costs or expenses incurred by the such Issuing Lender Bank in connection with such payment ((i) and (ii) collectively with any interest accruing pursuant to paragraph (b) below, the "Reimbursement Amount")payment. Each such payment shall be made to the such Issuing Lender Bank at its address for notices specified herein in lawful money Dollars (or, in the case of any Letter of Credit which is not denominated in Dollars, in the United States applicable Alternative Currency in which such Letter of America Credit is denominated) and in immediately available funds; provided, that, with respect to any Reimbursement Obligations of the Borrower arising from the presentment to the Issuing Lender of a draft under a Foreign L/C, the Borrower may make payment in the applicable Alternative Currency if such payment is received by the Issuing Lender on the date such draft is paid by the Issuing Lender. (b) Interest shall be payable on the Dollar Equivalent of any and all amounts remaining unpaid by the Borrower applicable Account Party under this subsection 3.5 from the date a draft presented under any Letter of Credit is paid such amounts become payable (whether at stated maturity, by the Issuing Lender acceleration or otherwise) until payment in full (i) at the rate which would be payable on any outstanding ABR Loans that which were then overdue (or, in the case of Letters of Credit which are Base Rate Loans at such time until such payment is required to be made pursuant to subsection 3.5(a), and (ii) thereafternot denominated in Dollars, at a rate equal to the rate which would be payable on any Loans that are Base Rate Loans at such time which were is reasonably determined by the relevant Issuing Bank to reflect its cost of funding in the relevant Alternative Currency plus 2% above the Applicable Margin then overduein effect with respect to ABR Loans). (c) For Each drawing under any Letter of Credit shall (unless it is reimbursed by the avoidance applicable Account Party on the date of doubt, subject drawing) constitute a request by such Account Party to the provisos Administrative Agent for a Borrowing pursuant to subsection 2.2 of ABR Loans in the third sentence amount of subsection 2.12(a) and such drawing (or, in the last sentence case of subsection 3.5(a) a drawing under a Letter of this AgreementCredit denominated in an Alternative Currency, all payments due from for an ABR Borrowing in the Borrower hereunder in amount which is reasonably determined by the Administrative Agent to be the Dollar Equivalent of the amount of such drawing). The borrowing date with respect of Foreign L/Cs (and Reimbursement Obligations in connection therewith) to such Borrowing shall be made in Dollars as provided in subsection 2.12 the date of this Agreementsuch drawing.

Reimbursement Obligation of the Borrower. (a) The Each applicable Borrower agrees to reimburse the relevant Issuing Lender on in Dollars (in the same case of any Existing Letter of Credit denominated in a Foreign Currency, in an amount equal to the Dollar Equivalent of such draft) no later than the first Business Day following each date on which the such Issuing Lender notifies the such Borrower of the date and amount of a draft presented under any Letter of Credit issued for the account of such Borrower (or for the joint and several account of such Borrower and any Subsidiary) and paid by the such Issuing Lender provided such notice is received by 1:00 P.M., New York City time, on such Business Day, and the next Business Day if such notice is received after such time. The Issuing Lender shall provide notice to the Borrower on each Business Day on which a draft is presented indicating the Dollar Equivalent of for the amount of (ia) such draft so paid (and, in the case of a Foreign L/C, the amount of such draft so paid stated in the applicable Alternative Currency) and (iib) any taxes, fees, charges or other costs or expenses incurred by the such Issuing Lender in connection with such payment payment; provided, that such reimbursement obligation of such Borrower shall be deemed to be satisfied when the Revolving Lenders have funded Revolving Loans in the amount of such draft so paid to reimburse such Lender in accordance with the following procedures: (A) the applicable Issuing Lender shall also notify the Administrative Agent of the amount to be so reimbursed, (iB) such Borrower shall automatically be deemed to have requested a borrowing of Revolving Loans to be made as ABR Loans in the amount of such reimbursement obligation, and (iiC) collectively the Administrative Agent shall have notified each Revolving Lender of the same and the amount to be funded by such Revolving Lender, which amount with any interest accruing pursuant respect to paragraph such Revolving Lender shall equal its Revolving Percentage of such reimbursement obligation (b) below, which shall be funded by such Revolving Lender whether or not the "Reimbursement Amount"conditions to borrowing set forth in Section 5.2 are satisfied). Each such payment shall be made to the relevant Issuing Lender at its address for notices specified herein in lawful money of the United States of America and in immediately available funds; provided, that, with respect to any Reimbursement Obligations of the Borrower arising from the presentment to the Issuing Lender of a draft under a Foreign L/C, the Borrower may make payment in the applicable Alternative Currency if such payment is received by the Issuing Lender on the date such draft is paid by the Issuing Lender. (b) . Interest shall be payable on the Dollar Equivalent of any and all amounts remaining unpaid by the applicable Borrower under this subsection Section from the date a draft presented under any Letter of Credit is paid such amounts become payable (whether at stated maturity, by the Issuing Lender acceleration or otherwise) until payment in full at the rate set forth in (i) at until the rate which would be payable on any Loans that are Base Rate Loans at such time until such payment is required to be made pursuant to subsection 3.5(a)second Business Day following the date of the applicable drawing, Section 2.16(b) and (ii) thereafter, at the rate which would be payable on any Loans that are Base Rate Loans at such time which were then overdueSection 2.16(c). (c) For the avoidance of doubt, subject to the provisos in the third sentence of subsection 2.12(a) and the last sentence of subsection 3.5(a) of this Agreement, all payments due from the Borrower hereunder in respect of Foreign L/Cs (and Reimbursement Obligations in connection therewith) shall be made in Dollars as provided in subsection 2.12 of this Agreement.

Reimbursement Obligation of the Borrower. (a) The Borrower unconditionally agrees to reimburse the Issuing Lender Bank (on behalf of itself and each of the same Business Day Permitted L/C Subsidiaries) on each date on which the Issuing Lender Bank notifies the Borrower of the date and amount of a draft presented under any Letter of Credit and paid by the Issuing Lender provided such notice is received by 1:00 P.M., New York City time, on such Business Day, and the next Business Day if such notice is received after such time. The Issuing Lender shall provide notice to the Borrower on each Business Day on which a draft is presented indicating the Dollar Equivalent of Bank for the amount of (i) such draft so paid (and, in the case of a Foreign L/C, the amount of such draft so paid stated in the applicable Alternative Currency) and (ii) any taxes, fees, charges or other costs or expenses incurred by the Issuing Lender Bank in connection with such payment ((i) and (ii) collectively with any interest accruing pursuant to paragraph (b) below, the "Reimbursement Amount")payment. Each such payment shall be made to the Issuing Lender Bank at its address for notices specified herein in lawful money the currency in which such Letter of Credit is denominated (except that, in the case of any Subsidiary Backstop Letter of Credit denominated in Sterling or Francs, in the event that such payment is not made to the Issuing Lender within three Business Days of the United States date of America receipt by the Borrower of such notice, upon notice by the Issuing Lender to the Borrower, such payment shall be made in Dollars, in an amount equal to the Dollar Equivalent of the amount of such payment converted on the date of such notice into Dollars in accordance with the definition of "Dollar Equivalent") and in immediately available funds; provided, that, with respect to any Reimbursement Obligations of the Borrower arising from the presentment to . Any conversion by the Issuing Lender of a draft under a Foreign L/C, any payment to be made by the Borrower may make payment in respect of any Letter of Credit denominated in Sterling or Francs into Dollars in accordance with this subsection 2.8(a) shall be conclusive and binding upon the Borrower and the Lenders in the applicable Alternative Currency if such payment is received by the Issuing Lender on the date such draft is paid by the Issuing Lenderabsence of manifest error. (b) Interest shall be payable on the Dollar Equivalent of any and all amounts remaining unpaid by the Borrower under this subsection from the date a draft presented under any Letter of Credit is paid such amounts become payable (whether at stated maturity, by the Issuing Lender acceleration or otherwise) until payment in full (i) at the rate which would be payable on any outstanding ABR Loans that are Base Rate Loans at such time until such payment is required to be made pursuant to subsection 3.5(a), and (ii) thereafter, at the rate which would be payable on any Loans that are Base Rate Loans at such time which were then overdue. (c) For Each drawing under any Letter of Credit shall constitute a timely request by the avoidance of doubt, subject Borrower to the provisos Administrative Agent for a borrowing pursuant to subsection 2.3 of ABR Loans in the third sentence amount of subsection 2.12(a) and the last sentence of subsection 3.5(a) of this Agreement, all payments due from the Borrower hereunder in such drawing. The Borrowing Date with respect of Foreign L/Cs (and Reimbursement Obligations in connection therewith) to such borrowing shall be made in Dollars as provided in subsection 2.12 the date of this Agreementsuch drawing.

Reimbursement Obligation of the Borrower. (a) The Borrower agrees In order to reimburse induce the Issuing Lender on the same Business Day on which the Issuing Lender notifies the Borrower of the date ---------------------------------------- Agent to issue, extend and amount of a draft presented under any renew each Letter of Credit and the Banks to participate therein, the Borrower hereby agrees to reimburse or pay to the Agent, for the account of the Agent or (as the case may be) the Banks, with respect to each Letter of Credit issued, extended or renewed by the Agent hereunder, (a) except as otherwise expressly provided in (S)5.2(b) and (c) and subject to the last sentence of (S)5.3, on each date that any draft presented under such Letter of Credit is honored by the Agent, or the Agent otherwise makes a payment with respect thereto, (i) the amount paid by the Issuing Lender provided Agent under or with respect to such notice is received by 1:00 P.M.Letter of Credit, New York City time, on such Business Day, and the next Business Day if such notice is received after such time. The Issuing Lender shall provide notice to the Borrower on each Business Day on which a draft is presented indicating the Dollar Equivalent of the amount of (i) such draft so paid (and, in the case of a Foreign L/C, the amount of such draft so paid stated in the applicable Alternative Currency) and (ii) the amount of any taxes, fees, charges or other costs or and expenses reasonably incurred by the Issuing Lender Agent or any Bank in connection with any payment made by the Agent or any Bank under, or with respect to, such payment ((i) and (ii) collectively with any interest accruing pursuant to paragraph Letter of Credit, (b) belowupon the reduction (but not termination) of the Total Commitment to an amount less than the Maximum Drawing Amount, an amount equal to such difference, which amount shall be held by the "Agent for the benefit of the Banks and the Agent as cash collateral for all Reimbursement Amount")Obligations, and (c) upon the termination of the Total Commitment, or the acceleration of the Reimbursement Obligations with respect to all Letters of Credit in accordance with (S)16, an amount equal to the then Maximum Drawing Amount on all Letters of Credit, which amount shall be held by the Agent for the benefit of the Banks and the Agent as cash collateral for all Reimbursement Obligations. Each such payment shall be made to the Issuing Lender Agent at its address for notices specified herein in lawful money of the United States of America and Agent's Head Office in immediately available funds; provided, that, with respect to any Reimbursement Obligations of the Borrower arising from the presentment to the Issuing Lender of a draft under a Foreign L/C, the Borrower may make payment in the applicable Alternative Currency if such payment is received by the Issuing Lender . Interest on the date such draft is paid by the Issuing Lender. (b) Interest shall be payable on the Dollar Equivalent of any and all amounts remaining unpaid by the Borrower under this subsection (S)5.2 at any time from the date a draft presented under any Letter of Credit is paid such amounts become due and payable (whether as stated in this (S)5.2, by the Issuing Lender acceleration or otherwise) until payment in full (iwhether before or after judgment) shall be payable to the Agent on demand at the rate which would be payable specified in (S)6.11 for overdue principal on any Loans that are Base Rate Loans at such time until such payment is required to be made the Revolving Credit Loans. Cash collateral held by the Agent pursuant to subsection 3.5(a), and this (ii) thereafterS)5.2 shall, at the rate which would written request of the Borrower, be payable on any Loans that are Base Rate Loans invested (at such time which were then overdue. (cthe Borrower's risk) For the avoidance of doubt, subject in overnight or other short term investments reasonably acceptable to the provisos Agent. The Agent shall maintain a perfected security interest in the third sentence of subsection 2.12(a) and the last sentence of subsection 3.5(a) of this Agreement, all payments due from such investments in a manner satisfactory to it. Interest or other earnings on such investments shall constitute additional cash collateral but shall be released to the Borrower hereunder in respect at its request from time to time, to the extent that the amount of Foreign L/Cs cash collateral exceeds the amount required by this (and Reimbursement Obligations in connection therewith) shall be made in Dollars as provided in subsection 2.12 of this AgreementS)5.2.

Reimbursement Obligation of the Borrower. (ai) Each Issuing Bank shall, upon receipt from the beneficiary of any Letter of Credit of any notice of a drawing under such Letter of Credit, notify the Borrower and the Administrative Agent thereof. The Borrower hereby agrees to reimburse each Issuing Bank (through the Issuing Lender on the same Business Day on which the Issuing Lender notifies Administrative Agent) upon receipt by the Borrower of notice from the applicable Issuing Bank of the date and amount of a draft presented under any Letter of Credit issued on its behalf and paid by the such Issuing Lender provided such notice is received by 1:00 P.M.Bank, New York City time, on such Business Day, and the next Business Day if such notice is received after such time. The Issuing Lender shall provide notice to the Borrower on each Business Day on which a draft is presented indicating the Dollar Equivalent of the amount of (i) such draft so paid (and, in the case of a Foreign L/C, for the amount of such draft so paid stated in the applicable Alternative Currency) and (ii) any taxes, fees, charges or other costs or expenses (excluding, in each case, any taxes) reasonably incurred by the such Issuing Lender Bank in connection with such payment ((i) and (ii) collectively with any interest accruing pursuant to paragraph (b) below, the "Reimbursement Amount")payment. Each such payment shall be made to the Administrative Agent for the account of the applicable Issuing Lender Bank at its address for notices specified herein in lawful money the currency in which such Letter of Credit is denominated (except that, in the case of any Letter of Credit denominated in a Designated Foreign Currency, in the event that such payment is to be made in Dollars pursuant to the following sentence, such payment shall be made in Dollars, in an amount equal to the Dollar Equivalent of the United States amount of America such payment converted on the date of such notice into Dollars at the Spot Rate of Exchange on such date) and in immediately available funds, no later than 3:00 P.M., New York City time, on the next succeeding Business Day after the date on which the Borrower receives such notice. In the case of a Letter of Credit denominated in a Designated Foreign Currency, the Borrower shall reimburse the applicable Issuing Bank in such Designated Foreign Currency, unless (A) such Issuing Bank (at its option) shall have specified in such notice that it will require reimbursement in Dollars, or (B) in the absence of any such requirement for reimbursement in Dollars, the Borrower shall have notified such Issuing Bank promptly following receipt of the notice of drawing that the Borrower will reimburse such Issuing Bank in Dollars. Any conversion by an Issuing Bank of any payment to be made in respect of any Letter of Credit denominated in any Designated Foreign Currency into Dollars in accordance with this Subsection 2.6(e)(i) shall be conclusive and binding upon the Borrower and the Lenders in the absence of manifest error; provided, that, with respect to any Reimbursement Obligations provided that upon the request of the Borrower arising from or any Lender, the presentment applicable Issuing Bank shall provide to the Issuing Borrower or such Lender a certificate including reasonably detailed information as to the calculation of a draft under a Foreign L/C, the Borrower may make payment in the applicable Alternative Currency if such payment is received by the Issuing Lender on the date such draft is paid by the Issuing Lenderconversion. (bii) Interest shall be payable on the Dollar Equivalent of any and all amounts remaining unpaid (taking the Dollar Equivalent of any amounts denominated in any Designated Foreign Currency, as determined by the Administrative Agent) by the Borrower under this subsection Subsection 2.6(e)(ii) from the date a the draft presented under any the affected Letter of Credit is paid by to the Issuing Lender date on which the Borrower is required to pay such amounts pursuant to Subsection 2.6(e)(i) at the rate which would then be payable on any outstanding ABR Loans that are Revolving Loans and thereafter until payment in full (i) at the rate which would be payable on any outstanding ABR Loans that are Base Rate Revolving Loans at such time until such payment is required to be made pursuant to subsection 3.5(a), and (ii) thereafter, at the rate which would be payable on any Loans that are Base Rate Loans at such time which were then overdue. (c) For the avoidance of doubt, subject to the provisos in the third sentence of subsection 2.12(a) and the last sentence of subsection 3.5(a) of this Agreement, all payments due from the Borrower hereunder in respect of Foreign L/Cs (and Reimbursement Obligations in connection therewith) shall be made in Dollars as provided in subsection 2.12 of this Agreement.

Reimbursement Obligation of the Borrower. (a) The Borrower agrees to reimburse the Issuing Lender on the same Business Day each date on which the Issuing Lender notifies the Borrower of the date and amount or Dollar Amount, as applicable, of a draft presented paid under any Letter of Credit and paid by the Issuing Lender provided such notice is received by 1:00 P.M., New York City time, on such Business Day, and the next Business Day if such notice is received after such time. The Issuing Lender shall provide notice to the Borrower on each Business Day on which a draft is presented indicating the Dollar Equivalent of for the amount or Dollar Amount, as applicable, of (ia) such draft so paid (and, in the case of a Foreign L/C, the amount of such draft so paid stated in the applicable Alternative Currency) and (iib) any taxes, fees, charges or other costs or expenses incurred by the Issuing Lender in connection with such payment ((i) and (ii) collectively with any interest accruing pursuant to paragraph (b) below, the "Reimbursement Amount")payment. Each such payment shall be made to the Issuing Lender at its address for notices specified herein in lawful money of Dollars or the United States of America applicable Alternative Currency, as applicable, and in immediately available funds; provided, that, with respect to any Reimbursement Obligations of the Borrower arising from the presentment to the Issuing Lender of a draft under a Foreign L/C, the Borrower may make payment in the applicable Alternative Currency if such payment is received by the Issuing Lender on the date such draft is paid by the Issuing Lender. (b) . Interest shall be payable on the Dollar Equivalent of any and all amounts remaining unpaid by the Borrower under this subsection Article III from the date a draft presented under any Letter of Credit is paid such amounts become payable (whether at stated maturity, by the Issuing Lender acceleration or otherwise) until payment in full (i) at the rate which would be payable on any Loans that are outstanding Base Rate Loans at such time until such payment is required to be made pursuant to subsection 3.5(a), and (ii) thereafter, at the rate which would be payable on any Loans that are Base Rate Loans at such time which were then overdue. (c) For . If the avoidance Borrower fails to timely reimburse the Issuing Lender on the date the Borrower receives the notice referred to in this Section 3.5, the Borrower shall be deemed to have timely given a Notice of doubtBorrowing hereunder to the Administrative Agent requesting the Lenders to make a Base Rate Loan on such date in an amount equal to the amount or Dollar Amount, as applicable, of such drawing and, subject to the provisos satisfaction or waiver of the conditions precedent specified in Article V, the third sentence Lenders shall make Base Rate Loans in such amount, the proceeds of subsection 2.12(awhich shall be applied to reimburse the Issuing Lender for the amount or Dollar Amount, as applicable, of the related drawing and costs and expenses." (n) Section 4.1(c) is hereby deleted in its entirety and the last sentence of subsection 3.5(afollowing Section 4.1(c) of this Agreement, all payments due from the Borrower hereunder substituted in respect of Foreign L/Cs (and Reimbursement Obligations in connection therewith) shall be made in Dollars as provided in subsection 2.12 of this Agreement.lieu thereof:

Reimbursement Obligation of the Borrower. (a) The Borrower agrees In order to reimburse induce the Issuing Lender on the same Business Day on which the Issuing Lender notifies the Borrower of the date Administrative Agent to issue, extend and amount of a draft presented under any renew each Letter of Credit and the Lenders to participate therein, the Borrower hereby agrees to reimburse or pay to the Administrative Agent, for the account of the Administrative Agent or (as the case may be) the Lenders, with respect to each Letter of Credit issued, extended or renewed by the Administrative Agent hereunder, (a) except as otherwise expressly provided in Section 4.2(b) and (c), on each date that any draft presented under such Letter of Credit is honored by the Administrative Agent, or the Administrative Agent otherwise makes a payment with respect thereto, (i) the amount paid by the Issuing Lender provided Administrative Agent under or with respect to such notice is received by 1:00 P.M.Letter of Credit, New York City time, on such Business Day, and the next Business Day if such notice is received after such time. The Issuing Lender shall provide notice to the Borrower on each Business Day on which a draft is presented indicating the Dollar Equivalent of the amount of (i) such draft so paid (and, in the case of a Foreign L/C, the amount of such draft so paid stated in the applicable Alternative Currency) and (ii) the amount of any taxes, fees, charges or other costs or and expenses whatsoever incurred by the Issuing Administrative Agent or any Lender in connection with any payment made by the Administrative Agent or any Lender under, or with respect to, such payment ((i) and (ii) collectively with any interest accruing pursuant to paragraph Letter of Credit, (b) belowupon the reduction (but not termination) of the Total Commitment to an amount less than the Maximum Drawing Amount, an amount equal to such difference, which amount shall be held by the "Administrative Agent for the benefit of the Lenders and the Administrative Agent as cash collateral for all Reimbursement Amount")Obligations, and (c) upon the termination of the Total Commitment, or the acceleration of the Reimbursement Obligations with respect to all Letters of Credit in accordance with Section 13, an amount equal to the then Maximum Drawing Amount on all Letters of Credit, which amount shall be held by the Administrative Agent for the benefit of the Lenders and the Administrative Agent as cash collateral for all Reimbursement Obligations. Each such payment shall be made to the Issuing Lender Administrative Agent at its address for notices specified herein in lawful money of the United States of America and Administrative Agent's Office in immediately available funds; provided, that, with respect to any Reimbursement Obligations of the Borrower arising from the presentment to the Issuing Lender of a draft under a Foreign L/C, the Borrower may make payment in the applicable Alternative Currency if such payment is received by the Issuing Lender . Interest on the date such draft is paid by the Issuing Lender. (b) Interest shall be payable on the Dollar Equivalent of any and all amounts remaining unpaid by the Borrower under this subsection Section 4.2 at any time from the date a draft presented under any Letter of Credit is paid such amounts become due and payable (whether as stated in this Section 4.2, by the Issuing Lender acceleration or otherwise) until payment in full (iwhether before or after judgment) shall be payable to the Administrative Agent on demand at the rate which would be payable specified in Section 5.11 for overdue principal on any Loans that are Base Rate Loans at such time until such payment is required to be made pursuant to subsection 3.5(a), and (ii) thereafter, at the rate which would be payable on any Loans that are Base Rate Loans at such time which were then overdueRevolving Credit Loans. (c) For the avoidance of doubt, subject to the provisos in the third sentence of subsection 2.12(a) and the last sentence of subsection 3.5(a) of this Agreement, all payments due from the Borrower hereunder in respect of Foreign L/Cs (and Reimbursement Obligations in connection therewith) shall be made in Dollars as provided in subsection 2.12 of this Agreement.

Reimbursement Obligation of the Borrower. In order to induce the Issuing Bank to issue, extend and renew each Letter of Credit, the Borrower hereby agrees to reimburse or pay to the Lender, for the account of the Issuing Bank or, as the case may be, the Lender, with respect to each Letter of Credit issued, extended or renewed by the Issuing Bank hereunder as follows: (a) The Borrower agrees to reimburse the Issuing Lender on the same Business Day on which the Issuing Lender notifies the Borrower of the each date and amount of a that any draft presented under any Letter of Credit and is honored by the Issuing Bank or the Issuing Bank otherwise makes payment with respect thereto, (i) the amount paid by the Issuing Lender provided Bank under or with respect to such notice is received by 1:00 P.M.Letter of Credit, New York City time, on such Business Day, and the next Business Day if such notice is received after such time. The Issuing Lender shall provide notice to the Borrower on each Business Day on which a draft is presented indicating the Dollar Equivalent of the amount of (i) such draft so paid (and, in the case of a Foreign L/C, the amount of such draft so paid stated in the applicable Alternative Currency) and (ii) the amount of any taxes, fees, charges or other costs or and expenses whatsoever incurred by the Issuing Bank or the Lender in connection with any payment made by the Issuing Bank under, or with respect to, such payment ((i) and (ii) collectively with any interest accruing pursuant to paragraph Letter of Credit; and (b) belowupon the Revolving Credit Maturity Date or the acceleration of the Reimbursement Obligations pursuant to Section 8, an amount equal to 110% of the "then Maximum Drawing Amount of all Letters of Credit, which amount shall be held by the Issuing Bank as cash collateral for all Reimbursement Amount")Obligations. Each such payment shall be made to the Issuing Lender at its address for notices specified herein in lawful money of the United States of America and head office in immediately available funds; provided, that, with respect to any Reimbursement Obligations of the Borrower arising from the presentment to the Issuing Lender of a draft under a Foreign L/C, the Borrower may make payment in the applicable Alternative Currency if such payment is received by the Issuing Lender . Interest on the date such draft is paid by the Issuing Lender. (b) Interest shall be payable on the Dollar Equivalent of any and all amounts remaining unpaid by the Borrower under this subsection Section 2A.2 at any time from the date a draft presented under any Letter of Credit is paid such amounts become due and payable (whether as stated in this Section 2A.2, by the Issuing Lender acceleration or otherwise) until payment in full (iwhether before or after judgment) at the rate which would shall be payable to the Lender, for the account of Issuing Bank or (as the case may be) the Lender, on any Loans that are Base demand at a rate per annum equal to 2% above the Interest Rate applicable to Prime Rate Loans at such the time until such payment is required to be made pursuant to subsection 3.5(a), and (ii) thereafter, at the rate which would be payable on any Loans that are Base Rate Loans at such time which were then overdue. (c) For the avoidance of doubt, subject to the provisos in the third sentence absence of subsection 2.12(a) and the last sentence an Event of subsection 3.5(a) of this Agreement, all payments due from the Borrower hereunder in respect of Foreign L/Cs (and Reimbursement Obligations in connection therewith) shall be made in Dollars as provided in subsection 2.12 of this AgreementDefault.

Reimbursement Obligation of the Borrower. (a) The Borrower agrees In order to reimburse induce the Issuing Lender on the same Business Day on which the Issuing Lender notifies the Borrower of the date L/C Issuer to issue, extend and amount of a draft presented under any renew each Letter of Credit and the Lenders to participate therein, the Borrower hereby agrees to reimburse or pay to the L/C Issuer, for the account of the L/C Issuer or (as the case may be) the Lenders, with respect to each Letter of Credit issued, extended or amended by the L/C Issuer hereunder, (a) except as otherwise expressly provided in §4.2(b) and (c), not later than 11:00 a.m. (Boston time) on each date that any draft presented under such Letter of Credit is honored (the “Honor Date”) by the L/C Issuer, or the L/C Issuer otherwise makes a payment with respect thereto, (i) the amount paid by the Issuing Lender provided such notice is received by 1:00 P.M., New York City time, on such Business Day, and the next Business Day if such notice is received after such time. The Issuing Lender shall provide notice to the Borrower on each Business Day on which a draft is presented indicating the Dollar Equivalent of the amount of (i) such draft so paid (and, in the case of a Foreign L/CC Issuer under or with respect to such Letter of Credit, the amount of such draft so paid stated in the applicable Alternative Currency) and (ii) the amount of any taxes, fees, charges or other costs or and expenses whatsoever incurred by the Issuing L/C Issuer or any Lender in connection with any payment made by the L/C Issuer or any Lender under, or with respect to, such payment ((i) and (ii) collectively with any interest accruing pursuant to paragraph Letter of Credit, (b) belowupon the reduction (but not termination) of the Total Commitment to an amount less than the Maximum Drawing Amount, an amount equal to such difference, which amount shall be held by the "Administrative Agent for the benefit of the Lenders and the L/C Issuer as Cash Collateral for all Reimbursement Amount")Obligations, and (c) upon the termination of the Total Commitment, or the acceleration of the Reimbursement Obligations with respect to all Letters of Credit in accordance with §13, an amount equal to the then Maximum Drawing Amount on all Letters of Credit, which amount shall be held by the Administrative Agent for the benefit of the Lenders and the L/C Issuer as Cash Collateral for all Reimbursement Obligations. Each such payment shall be made to the Issuing Lender L/C Issuer at its address for notices specified herein in lawful money of the United States of America and Administrative Agent’s Office in immediately available funds; provided, that, with respect to any Reimbursement Obligations of the Borrower arising from the presentment to the Issuing Lender of a draft under a Foreign L/C, the Borrower may make payment in the applicable Alternative Currency if such payment is received by the Issuing Lender . Interest on the date such draft is paid by the Issuing Lender. (b) Interest shall be payable on the Dollar Equivalent of any and all amounts remaining unpaid by the Borrower under this subsection §4.2 at any time from the date a draft presented under any Letter of Credit is paid such amounts become due and payable (whether as stated in this §4.2, by the Issuing Lender acceleration or otherwise) until payment in full (iwhether before or after judgment) shall be payable to the Administrative Agent, for the benefit of the Lenders and the L/C Issuer, on demand at the rate which would be payable specified in §5.10 for overdue principal on any Loans that are Base Rate Loans at such time until such payment is required to be made pursuant to subsection 3.5(a), and (ii) thereafter, at the rate which would be payable on any Loans that are Base Rate Loans at such time which were then overdueRevolving Credit Loans. (c) For the avoidance of doubt, subject to the provisos in the third sentence of subsection 2.12(a) and the last sentence of subsection 3.5(a) of this Agreement, all payments due from the Borrower hereunder in respect of Foreign L/Cs (and Reimbursement Obligations in connection therewith) shall be made in Dollars as provided in subsection 2.12 of this Agreement.

Reimbursement Obligation of the Borrower. (ai) The If a Drawing is paid under any DSR Letter of Credit, the Borrower agrees to shall reimburse the applicable DSR LC Issuing Lender on Bank for the same Business Day on which the Issuing Lender notifies the Borrower of the date and amount of a draft presented under any Letter of Credit and such Drawing so paid by paying to the Issuing Lender provided Administrative Agent (to the account identified in Annex I) an amount equal to such notice is received by 1:00 P.M.Drawing in Dollars, no later than 3:00 p.m., New York City time, on such Business Day, and the next Business Day immediately following the date the Borrower receives notice thereof, subject to this Section 2.17(e). So long as no Event of Default has occurred and is continuing, if any Drawing is paid under any DSR Letter of Credit Issued by the related DSR LC Issuing Bank, the payment by such notice is received after DSR LC Issuing Bank of such time. The Drawing shall constitute the making of a DSR LC Loan by such DSR LC Issuing Lender shall provide notice Bank to the Borrower on each Business Day on which a draft is presented indicating the Dollar Equivalent of the amount of (i) such draft so paid (and, in the case of a Foreign L/C, the amount of such draft Drawing, and to the extent so paid stated in financed, the applicable Alternative Currency) Borrower’s Reimbursement Obligations shall be discharged and (ii) replaced by the resulting DSR LC Loans. In addition, the Borrower shall reimburse such DSR LC Issuing Bank for any taxes, fees, charges or other costs or expenses incurred by the such DSR LC Issuing Lender Bank in connection with the payment of any such payment (Drawing not later than 12:00 Noon, New York City time, on (i) and the Business Day that the Borrower receive notice of such Drawing, if such notice is received on such day prior to 10:00 A.M., New York City time, or (ii) collectively with any interest accruing pursuant to paragraph if clause (bi) belowabove does not apply, the "Reimbursement Amount")Business Day immediately following the day that the Borrower receive such notice. Each such payment shall be made to the applicable DSR LC Issuing Lender Bank at its address for notices specified referred to herein in lawful money of the United States of America Dollars and in immediately available funds; provided, that, with respect to any Reimbursement Obligations of the Borrower arising from the presentment to the Issuing Lender of a draft under a Foreign L/C, the Borrower may make payment in the applicable Alternative Currency if such payment is received by the Issuing Lender on the date such draft is paid by the Issuing Lender. (b) . Interest shall be payable on the Dollar Equivalent any DSR LC Loans made by any DSR LC Issuing Bank as a result of any and all amounts remaining unpaid by the Borrower under this subsection Drawing from the date a draft presented under any Letter of Credit on which the relevant Drawing is paid by the Issuing Lender until payment in full (i) at the rate which would be payable on any Loans that are Base Rate Loans at such time until such payment is required to be made pursuant to subsection 3.5(a), and full. (ii) thereafter, at Any payment made by any DSR LC Issuing Bank for any Drawing (other than the rate which would be payable on any funding of such Drawing with DSR LC Loans that are Base Rate Loans at as contemplated above) shall not constitute a Loan and shall not relieve the Borrower of its Reimbursement Obligations with respect to such time which were then overdue. (c) For the avoidance of doubt, subject Drawing except to the provisos in the third sentence of subsection 2.12(a) and the last sentence of subsection 3.5(a) of this Agreement, all payments due from the Borrower hereunder in respect of Foreign L/Cs (and Reimbursement Obligations in connection therewith) shall be made in Dollars as provided in subsection 2.12 of this Agreementextent such Drawing is funded with a DSR LC Loan.

Reimbursement Obligation of the Borrower. (a) The Borrower agrees In order to reimburse induce the Issuing Lender on the same Business Day on which the Issuing Lender notifies the Borrower of the date ---------------------------------------- Agent to issue, extend and amount of a draft presented under any renew each Letter of Credit and the Banks to participate therein, the Borrower hereby agrees to reimburse or pay to the Agent, for the account of the Agent or (as the case may be) the Banks, with respect to each Letter of Credit issued, extended or renewed by the Agent hereunder, (a) except as otherwise expressly provided in (S)5.2(b) and (c), on each date that any draft presented under such Letter of Credit is honored by the Agent, or the Agent otherwise makes a payment with respect thereto, (i) the amount paid by the Issuing Lender provided Agent under or with respect to such notice is received by 1:00 P.M.Letter of Credit, New York City time, on such Business Day, and the next Business Day if such notice is received after such time. The Issuing Lender shall provide notice to the Borrower on each Business Day on which a draft is presented indicating the Dollar Equivalent of the amount of (i) such draft so paid (and, in the case of a Foreign L/C, the amount of such draft so paid stated in the applicable Alternative Currency) and (ii) the amount of any taxes, fees, charges or other costs or and expenses whatsoever incurred by the Issuing Lender Agent or any Bank in connection with any payment made by the Agent or any Bank under, or with respect to, such payment ((i) and (ii) collectively with any interest accruing pursuant to paragraph Letter of Credit, (b) belowupon the reduction (but not termination) of the Total Revolving Credit Commitment to an amount less than the Maximum Drawing Amount, an amount equal to such difference, which amount shall be held by the "Agent for the benefit of the Banks and the Agent as cash collateral for all Reimbursement Amount")Obligations, and (c) upon the termination of the Total Revolving Credit Commitment, or the acceleration of the Reimbursement Obligations with respect to all Letters of Credit in accordance with (S)15, an amount equal to the then Maximum Drawing Amount on all Letters of Credit, which amount shall be held by the Agent for the benefit of the Banks and the Agent as cash collateral for all Reimbursement Obligations. Each such payment shall be made to the Issuing Lender Agent at its address for notices specified herein in lawful money of the United States of America and Agent's Head Office in immediately available funds; provided, that, with respect to any Reimbursement Obligations of the Borrower arising from the presentment to the Issuing Lender of a draft under a Foreign L/C, the Borrower may make payment in the applicable Alternative Currency if such payment is received by the Issuing Lender . Interest on the date such draft is paid by the Issuing Lender. (b) Interest shall be payable on the Dollar Equivalent of any and all amounts remaining unpaid by the Borrower under this subsection (S)5.2 at any time from the date a draft presented under any Letter of Credit is paid such amounts become due and payable (whether as stated in this (S)5.2, by the Issuing Lender acceleration or otherwise) until payment in full (iwhether before or after judgment) shall be payable to the Agent on demand at the rate which would be payable specified in (S)6.11 for overdue principal on any Loans that are Base Rate Loans at such time until such payment is required to be made pursuant to subsection 3.5(a), and (ii) thereafter, at the rate which would be payable on any Loans that are Base Rate Loans at such time which were then overdueRevolving Credit Loans. (c) For the avoidance of doubt, subject to the provisos in the third sentence of subsection 2.12(a) and the last sentence of subsection 3.5(a) of this Agreement, all payments due from the Borrower hereunder in respect of Foreign L/Cs (and Reimbursement Obligations in connection therewith) shall be made in Dollars as provided in subsection 2.12 of this Agreement.

Reimbursement Obligation of the Borrower. (a) The Borrower agrees In order to reimburse ---------------------------------------- induce the Issuing Lender on the same Business Day on which the Issuing Lender notifies the Borrower of the date Fronting Bank to issue, extend and amount of a draft presented under any renew each Letter of Credit and the Banks to participate therein, the Borrower hereby agrees, except as contemplated in (S)3.3 below, to reimburse or pay to the Fronting Bank, for the account of the Fronting Bank or (as the case may be) the Banks, with respect to each Letter of Credit issued, extended or renewed by the Fronting Bank hereunder, (a) except as otherwise expressly provided in (S)3.2(b) and (c) or (S)3.3, promptly upon notification by the Fronting Bank or the Agent that any draft presented under such Letter of Credit is honored by the Fronting Bank, or the Fronting Bank otherwise makes a payment with respect thereto, (i) the amount paid by the Issuing Lender provided Fronting Bank under or with respect to such notice is received by 1:00 P.M.Letter of Credit, New York City time, on such Business Day, and the next Business Day if such notice is received after such time. The Issuing Lender shall provide notice to the Borrower on each Business Day on which a draft is presented indicating the Dollar Equivalent of the amount of (i) such draft so paid (and, in the case of a Foreign L/C, the amount of such draft so paid stated in the applicable Alternative Currency) and (ii) any taxes, fees, charges or other costs or expenses incurred by the Issuing Lender in connection with such payment ((i) and (ii) collectively with any interest accruing amounts payable pursuant to paragraph (S)5.5 hereof under, or with respect to, such Letter of Credit, (b) belowupon the reduction (but not termination) of the Total Commitment to an amount less than the then Maximum Drawing Amount (after taking into account all outstanding Loans and Reimbursement Obligations, if any (without double counting)), an amount equal to such difference, which amount shall be held by the "Agent in an interest-bearing account (with interest to be added to such account) as cash collateral for the benefit of the Banks and the Agent for all Reimbursement Amount")Obligations, and (c) upon the termination of the Total Commitment, or the acceleration of the Reimbursement Obligations with respect to all Letters of Credit in accordance with (S)14, an amount equal to the then Maximum Drawing Amount on all Letters of Credit, which amount shall be held by the Agent in an interest-bearing account (with interest to be added to such account) as cash collateral for the benefit of the Banks and the Agent for all Reimbursement Obligations. Each such payment shall be made to the Issuing Lender at its address Agent for notices specified herein in lawful money the benefit of the United States of America and Banks at the Agent's Head Office in immediately available funds; provided, that, with respect to any Reimbursement Obligations of the Borrower arising from the presentment to the Issuing Lender of a draft under a Foreign L/C, the Borrower may make payment in the applicable Alternative Currency if such payment is received by the Issuing Lender . Interest on the date such draft is paid by the Issuing Lender. (b) Interest shall be payable on the Dollar Equivalent of any and all amounts not converted to a Loan pursuant to (S)3.3 and remaining unpaid by the Borrower under this subsection (S)3.2 at any time from the date a draft presented under any Letter of Credit is paid such amounts become due and payable (whether as stated in this (S)3.2, by the Issuing Lender acceleration or otherwise) until payment in full (iwhether before or after judgment) shall be payable to the Agent for the benefit of the Banks on demand at the rate which would be payable specified in (S)5.9 for overdue principal on any Loans that are Base Rate Loans at such time until such payment is required to be made pursuant to subsection 3.5(a), and (ii) thereafter, at the rate which would be payable on any Loans that are Base Rate Loans at such time which were then overdueLoans. (c) For the avoidance of doubt, subject to the provisos in the third sentence of subsection 2.12(a) and the last sentence of subsection 3.5(a) of this Agreement, all payments due from the Borrower hereunder in respect of Foreign L/Cs (and Reimbursement Obligations in connection therewith) shall be made in Dollars as provided in subsection 2.12 of this Agreement.

Reimbursement Obligation of the Borrower. (a) The Borrower agrees In order to reimburse induce the Issuing Lender on the same Business Day on which the Issuing Lender notifies the Borrower of the date Administrative Agent to issue, extend and amount of a draft presented under any renew each Letter of Credit and the Lenders to participate therein, the Borrower hereby agrees to reimburse or pay to the Administrative Agent, for the account of the Administrative Agent or (as the case may be) the Lenders, with respect to each Letter of Credit issued, extended or renewed by the Administrative Agent hereunder, (a) except as otherwise expressly provided in (S)4.2(b) and (c), on each date that any draft presented under such Letter of Credit is honored by the Administrative Agent, or the Administrative Agent otherwise makes a payment with respect thereto, (i) the amount paid by the Issuing Lender provided Administrative Agent under or with respect to such notice is received by 1:00 P.M.Letter of Credit, New York City time, on such Business Day, and the next Business Day if such notice is received after such time. The Issuing Lender shall provide notice to the Borrower on each Business Day on which a draft is presented indicating the Dollar Equivalent of the amount of (i) such draft so paid (and, in the case of a Foreign L/C, the amount of such draft so paid stated in the applicable Alternative Currency) and (ii) the amount of any taxes, fees, charges or other costs or and expenses whatsoever incurred by the Issuing Administrative Agent or any Lender in connection with any payment made by the Administrative Agent or any Lender under, or with respect to, such payment ((i) and (ii) collectively with any interest accruing pursuant to paragraph Letter of Credit, (b) belowupon the reduction (but not termination) of the Total Commitment to an amount less than the Maximum Drawing Amount, an amount equal to such difference, which amount shall be held by the "Administrative Agent for the benefit of the Lenders and the Administrative Agent as cash collateral for all Reimbursement Amount")Obligations, and (c) upon the termination of the Total Commitment, or the acceleration of the Reimbursement Obligations with respect to all Letters of Credit in accordance with (S)13, an amount equal to the then Maximum Drawing Amount on all Letters of Credit, which amount shall be held by the Administrative Agent for the benefit of the Lenders and the Administrative Agent as cash collateral for all Reimbursement Obligations. Each such payment shall be made to the Issuing Lender Administrative Agent at its address for notices specified herein in lawful money of the United States of America and Administrative Agent's Office in immediately available funds; provided, that, with respect to any Reimbursement Obligations of the Borrower arising from the presentment to the Issuing Lender of a draft under a Foreign L/C, the Borrower may make payment in the applicable Alternative Currency if such payment is received by the Issuing Lender . Interest on the date such draft is paid by the Issuing Lender. (b) Interest shall be payable on the Dollar Equivalent of any and all amounts remaining unpaid by the Borrower under this subsection (S)4.2 at any time from the date a draft presented under any Letter of Credit is paid such amounts become due and payable (whether as stated in this (S)4.2, by the Issuing Lender acceleration or otherwise) until payment in full (iwhether before or after judgment) shall be payable to the Administrative Agent on demand at the rate which would be payable specified in (S)5.9 for overdue principal on any Loans that are Base Rate Loans at such time until such payment is required to be made pursuant to subsection 3.5(a), and (ii) thereafter, at the rate which would be payable on any Loans that are Base Rate Loans at such time which were then overdueRevolving Credit Loans. (c) For the avoidance of doubt, subject to the provisos in the third sentence of subsection 2.12(a) and the last sentence of subsection 3.5(a) of this Agreement, all payments due from the Borrower hereunder in respect of Foreign L/Cs (and Reimbursement Obligations in connection therewith) shall be made in Dollars as provided in subsection 2.12 of this Agreement.

Reimbursement Obligation of the Borrower. (a) The Borrower agrees In order to reimburse induce the Issuing Lender on the same Business Day on which the Issuing Lender notifies the Borrower of the date Administrative Agent to issue, extend and amount of a draft presented under any renew each Letter of Credit and the Lenders to participate therein, the Borrower hereby agrees to reimburse or pay to the Administrative Agent, for the account of the Administrative Agent or (as the case may be) the Lenders, with respect to each Letter of Credit issued, extended or renewed by the Administrative Agent hereunder, (a) except as otherwise expressly provided in Section 5.2(b) and (c), on each date that any draft presented under such Letter of Credit is honored by the Administrative Agent, or the Administrative Agent otherwise makes a payment with respect thereto, (i) the amount paid by the Issuing Lender provided Administrative Agent under or with respect to such notice is received by 1:00 P.M.Letter of Credit, New York City time, on such Business Day, and the next Business Day if such notice is received after such time. The Issuing Lender shall provide notice to the Borrower on each Business Day on which a draft is presented indicating the Dollar Equivalent of the amount of (i) such draft so paid (and, in the case of a Foreign L/C, the amount of such draft so paid stated in the applicable Alternative Currency) and (ii) the amount of any taxes, fees, charges or other costs or and expenses whatsoever incurred by the Issuing Administrative Agent or any Lender in connection with any payment made by the Administrative Agent or any Lender under, or with respect to, such payment ((i) and (ii) collectively with any interest accruing pursuant to paragraph Letter of Credit, (b) belowupon the reduction (but not termination) of the Total Commitment to an amount less than the Maximum Drawing Amount, an amount equal to such difference, which amount shall be held by the "Administrative Agent for the benefit of the Lenders and the Administrative Agent as cash collateral for all Reimbursement Amount")Obligations, and (c) upon the termination of the Total Commitment, or the acceleration of the Reimbursement Obligations with respect to all Letters of Credit in accordance with Section 14, an amount equal to the then Maximum Drawing Amount on all Letters of Credit, which amount shall be held by the Administrative Agent for the benefit of the Lenders and the Administrative Agent as cash collateral for all Reimbursement Obligations. Each such payment shall be made to the Issuing Lender Administrative Agent at its address for notices specified herein in lawful money of the United States of America and Administrative Agent's Office in immediately available funds; provided, that, with respect to any Reimbursement Obligations of the Borrower arising from the presentment to the Issuing Lender of a draft under a Foreign L/C, the Borrower may make payment in the applicable Alternative Currency if such payment is received by the Issuing Lender . Interest on the date such draft is paid by the Issuing Lender. (b) Interest shall be payable on the Dollar Equivalent of any and all amounts remaining unpaid by the Borrower under this subsection Section 5.2 at any time from the date a draft presented under any Letter of Credit is paid such amounts become due and payable (whether as stated in this Section 5.2, by the Issuing Lender acceleration or otherwise) until payment in full (iwhether before or after judgment) shall be payable to the Administrative Agent on demand at the rate which would be payable specified in Section 6.10 for overdue principal on any Loans that are Base Rate Loans at such time until such payment is required to be made pursuant to subsection 3.5(a), and (ii) thereafter, at the rate which would be payable on any Loans that are Base Rate Loans at such time which were then overdueRevolving Credit Loans. (c) For the avoidance of doubt, subject to the provisos in the third sentence of subsection 2.12(a) and the last sentence of subsection 3.5(a) of this Agreement, all payments due from the Borrower hereunder in respect of Foreign L/Cs (and Reimbursement Obligations in connection therewith) shall be made in Dollars as provided in subsection 2.12 of this Agreement.

Reimbursement Obligation of the Borrower. (a) The Borrower agrees to reimburse the Issuing Lender on the same Business Day each date on which the Issuing Lender notifies the Borrower of the date and amount of a draft presented under any Revolving Letter of Credit and paid by the Issuing Lender provided such notice is received by 1:00 P.M., New York City time, on such Business Day, and the next Business Day if such notice is received after such time. The Issuing Lender shall provide notice to the Borrower on each Business Day on which a draft is presented indicating the Dollar Equivalent of for the amount of (i) such draft so paid (and, in the case of a Foreign L/C, the amount of such draft so paid stated in the applicable Alternative Currency) and (ii) any taxes, fees, charges or other costs or expenses incurred by the Issuing Lender in connection with such payment ((i) and (ii) collectively with any interest accruing pursuant to paragraph payment. (b) belowThe Tranche B Term Loan of each Tranche B Term Loan Lender shall automatically be deemed to be increased by any participating interest funded by such Lender in respect of any Assumed Letter of Credit pursuant to subsection 2.7(a), provided, that, if such participating interest is not funded by such Lender within five Business Days after demand therefor, the "Reimbursement Amount"Borrower agrees to reimburse the Issuing Lender on each date on which the Issuing Lender notifies the Borrower of such failure for the amount that such Lender has failed to fund. In addition, the Borrower shall reimburse the Issuing Lender on demand for any taxes, fees, charges or other costs or expenses incurred by the Issuing Lender in connection with any payment of a draft in respect of any Assumed Letter of Credit. The amount of any Lender's Assumed Letter of Credit Commitment will automatically be permanently reduced by the amount of any increase in such Lender's Tranche B Term Loan pursuant to this subsection 2.8(b). Each such increase shall initially be in the form of a Base Rate Loan and may be converted into a Eurodollar Loan at such times and in such amounts as may be agreed to by the Administrative Agent and the Borrower. (c) Each payment pursuant to this subsection 2.8 shall be made to the Issuing Lender at its address for notices specified herein in lawful money of the United States of America Dollars and in immediately available funds; provided, that, with respect to any Reimbursement Obligations of the Borrower arising from the presentment to the Issuing Lender of a draft under a Foreign L/C, the Borrower may make payment in the applicable Alternative Currency if such payment is received by the Issuing Lender on the date such draft is paid by the Issuing Lender. (b) . Interest shall be payable on the Dollar Equivalent of any and all amounts remaining unpaid by the Borrower under this subsection 2.8 from the date a draft presented under any Letter of Credit is paid by the Issuing Lender such amounts become payable until payment in full (i) at the rate which would be payable on any Loans that are Base Rate Loans at such time until such payment is required to be made pursuant to subsection 3.5(a), and (ii) thereafterfull, at the rate which would be payable on any Revolving Credit Loans that or (in the case of Assumed Letters of Credit) Tranche B Term Loans, as the case may be, which are Base Rate Loans at such time which were then overdueLoans. (c) For the avoidance of doubt, subject to the provisos in the third sentence of subsection 2.12(a) and the last sentence of subsection 3.5(a) of this Agreement, all payments due from the Borrower hereunder in respect of Foreign L/Cs (and Reimbursement Obligations in connection therewith) shall be made in Dollars as provided in subsection 2.12 of this Agreement.

Reimbursement Obligation of the Borrower. (a) The Borrower agrees to reimburse the Issuing Lender on (it being understood that such reimbursement shall be effected by means of a borrowing of Loans unless the same Business Day on which Agent shall determine in its sole discretion that such Loans may not be made for such purpose as a result of a Default or Event of Default pursuant to Section 9(f)), upon receipt of notice from the Issuing Lender notifies the Borrower of the date and amount of a draft presented under any Letter of Credit and paid by the Issuing Lender provided such notice is received by 1:00 P.M.Lender, New York City time, on such Business Day, and the next Business Day if such notice is received after such time. The Issuing Lender shall provide notice to the Borrower on each Business Day on which a draft is presented indicating the Dollar Equivalent of for the amount of (i) such draft so paid (and, in the case of a Foreign L/C, the amount of such draft so paid stated in the applicable Alternative Currency) and (ii) any taxes, fees, charges or other costs or expenses incurred by the Issuing Lender in connection with such payment ((i) and (ii) collectively with any interest accruing pursuant to paragraph (b) below, the "Reimbursement Amount")payment. Each such payment shall be made to the Issuing Lender Lender, at its address for notices specified herein in lawful money the office of the United States of America Issuing Lender specified in Schedule 1.1 in Dollars and in immediately available funds; provided, that, with respect to any Reimbursement Obligations of the Borrower arising from the presentment to the Issuing Lender of a draft under a Foreign L/C, the Borrower may make payment in the applicable Alternative Currency if such payment is received by the Issuing Lender on the date on which the Borrower receives such draft is paid by notice, if received prior to 12:00 P.M., New York, New York time, on a Business Day and otherwise on the Issuing Lendernext succeeding Business Day. (b) Interest shall be payable on the Dollar Equivalent of any and all amounts remaining unpaid by the Borrower under this subsection Section 3.5, (i) from the date a the draft presented under any the affected Letter of Credit is paid by the Issuing Lender Bank to the date on which the Borrower is required to pay such amounts pursuant to paragraph (a) above at a rate per annum equal to the ABR plus the Applicable Margin and (ii) thereafter until payment in full (i) at the rate which would be payable on any Loans that are Base Rate Loans at such time until such payment is required to be made pursuant to subsection 3.5(a), and (ii) thereafter, at the rate which would be payable on any Loans that are Base Rate Loans at such time which were then overdue. (c) For . Except as otherwise specified in Section 3.5(a), each drawing under any Letter of Credit shall constitute a request by the avoidance of doubt, subject Borrower to the provisos Agent for a borrowing of Loans that are ABR Loans pursuant to Section 2.3 in the third sentence amount of subsection 2.12(a) such drawing. The Borrowing Date with respect to such borrowing shall be the date of payment of such drawing and the last sentence proceeds of subsection 3.5(a) of this Agreement, all payments due from the Borrower hereunder in respect of Foreign L/Cs (and Reimbursement Obligations in connection therewith) such Loans shall be made in Dollars as provided in subsection 2.12 applied by the Agent to reimburse the Issuing Lender for the amounts paid under such Letter of this AgreementCredit.

Reimbursement Obligation of the Borrower. (a) The If any draft is paid under any Letter of Credit, the Borrower agrees to shall reimburse the Issuing Lender on the same Business Day on which the Issuing Lender notifies the Borrower of the date and amount of a draft presented under any Letter of Credit and paid by the Issuing Lender provided such notice is received by 1:00 P.M., New York City time, on such Business Day, and the next Business Day if such notice is received after such time. The Issuing Lender shall provide notice to the Borrower on each Business Day on which a draft is presented indicating the Dollar Equivalent of for the amount of (ia) such the draft so paid (and, in the case of a Foreign L/C, the amount of such draft so paid stated in the applicable Alternative Currency) and (iib) any taxes, fees, charges or other costs or expenses incurred by the Issuing Lender in connection with such payment ((i) and (ii) collectively with any interest accruing pursuant to paragraph (b) belowpayment, not later than 12:00 Noon, New York City time, on the "Reimbursement Amount")Business Day immediately following the day that the Borrower receives such notice. Each such payment shall be made to the Issuing Lender at its address for notices specified referred to herein in lawful money of the United States of America Dollars and in immediately available funds; provided, that, with respect to . Interest shall be payable on any Reimbursement Obligations such amounts from the date on which the relevant draft is paid until payment in full at the rate set forth in (x) until the Business Day next succeeding the date of the relevant notice, Section 2.8(b) and (y) thereafter, Section 2.8(c). If the Borrower arising from the presentment fails to the so reimburse such Issuing Lender by such time, the Administrative Agent shall promptly notify each Lender of a draft under a Foreign L/Csuch payment date, the amount of the unreimbursed drawing (the “Unreimbursed Amount”) and the amount of such Lender’s Revolving Percentage thereof. In such event, the Borrower may make payment in the applicable Alternative Currency if shall be deemed to have requested ABR Loans to be disbursed on such payment is received date in an amount equal to such Unreimbursed Amount, without regard to the minimum and multiples specified in Section 2.2 for the principal amount of ABR Loans, but subject to the aggregate Available Revolving Commitment and the conditions set forth in Section 5.2. Any notice given by the an Issuing Lender on or the date Administrative Agent pursuant to this paragraph (a) may be given by telephone if immediately confirmed in writing; provided that the lack of such draft is paid by confirmation shall not affect the Issuing Lenderconclusiveness or binding effect of such notice. (b) Interest Each Lender (including each Lender acting as an Issuing Lender) shall upon any notice pursuant to paragraph (a) of this Section make funds available for the account of the applicable Issuing Lender at the Administrative Agent’s Office in an amount equal to its Revolving Percentage of the relevant Unreimbursed Amount not later than 3:00 p.m., New York City time, on the Business Day specified in such notice by the Administrative Agent, whereupon, subject to the provisions of paragraph (c) of this Section, each Lender that so makes funds available shall be payable on the Dollar Equivalent of any and all amounts remaining unpaid by deemed to have made an ABR Loan to the Borrower under this subsection in such amount. The Administrative Agent shall remit the funds so received to the applicable Issuing Lender in accordance with the instructions provided to the Administrative Agent by such Issuing Lender (which instructions may include standing payment instructions, which may be updated from time to time by such Issuing Lender, provided that, unless the Administrative Agent shall otherwise agree, any such update shall not take effect until the Business Day immediately following the date a draft presented under any Letter of Credit on which such update is paid by provided to the Issuing Lender until payment in full (i) at the rate which would be payable on any Loans that are Base Rate Loans at such time until such payment is required to be made pursuant to subsection 3.5(aAdministrative Agent), and (ii) thereafter, at the rate which would be payable on any Loans that are Base Rate Loans at such time which were then overdue. (c) For With respect to any Unreimbursed Amount that is not fully refinanced by ABR Loans for any reason, the avoidance Borrower shall be deemed to have incurred from the applicable Issuing Lender an L/C Borrowing in the amount of doubtthe Unreimbursed Amount that is not so refinanced, subject which L/C Borrowing shall be due and payable on demand (together with interest) and shall bear interest at the default rate described in Section 2.8(c) . In such event, each Lender’s payment to the provisos in Administrative Agent for the third sentence account of subsection 2.12(a) and the last sentence of subsection 3.5(aapplicable Issuing Lender pursuant to paragraph (b) of this Agreement, all payments due from the Borrower hereunder Section shall be deemed payment in respect of Foreign its participation in such L/Cs (and Reimbursement Obligations in connection therewith) shall be made in Dollars as provided in subsection 2.12 of this AgreementC Borrowing.

Reimbursement Obligation of the Borrower. (a) The Borrower agrees to reimburse the each Issuing Lender Bank on the same Business Day each date on which the such Issuing Lender Bank notifies the Borrower of the date and amount of a draft presented under any Letter of Credit issued by such Issuing Bank and paid by the such Issuing Lender provided such notice is received by 1:00 P.M., New York City time, on such Business Day, and the next Business Day if such notice is received after such time. The Issuing Lender shall provide notice to the Borrower on each Business Day on which a draft is presented indicating the Dollar Equivalent of Bank for the amount of (i) such draft so paid (and, in the case of a Foreign L/C, the amount of such draft so paid stated in the applicable Alternative Currency) and (ii) any taxes, fees, charges or other costs or expenses incurred by the such Issuing Lender Bank in connection with such payment ((i) and (ii) collectively with any interest accruing pursuant to paragraph (b) below, the "Reimbursement Amount")payment. Each such payment shall be made to the such Issuing Lender Bank at its address for notices specified herein in Dollars (or, in the case of any Special Letter of Credit which is not denominated in Dollars, in lawful money in the currency in which such Special Letter of the United States of America Credit is denominated) and in immediately available funds; provided, that, with respect to any Reimbursement Obligations of the Borrower arising from the presentment to the Issuing Lender of a draft under a Foreign L/C, the Borrower may make payment in the applicable Alternative Currency if such payment is received by the Issuing Lender on the date such draft is paid by the Issuing Lender. (b) Interest shall be payable on the Dollar Equivalent of any and all amounts remaining unpaid by the Borrower under this subsection 5.5 from the date a draft presented under any Letter of Credit is paid such amounts become payable (whether at stated maturity, by the Issuing Lender acceleration or otherwise) until payment in full (i) at the rate which would be payable on any outstanding ABR Loans that which were then overdue (or, in the case of Special Letters of Credit which are Base Rate Loans at such time until such payment is required to be made pursuant to subsection 3.5(a), and (ii) thereafternot denominated in Dollars, at a rate equal to the rate which would be payable on any Loans that are Base Rate Loans at such time which were is reasonably determined by the relevant Issuing Bank to reflect its cost of funding in the relevant currency plus 2% above the Applicable Margin then overduein effect with respect to ABR Loans). (c) For Each drawing under any Letter of Credit shall (unless it is reimbursed by the avoidance Borrower on the date of doubt, subject drawing) constitute a request by the Borrower to the provisos Administrative Agent for a borrowing pursuant to subsection 3.2 of ABR Loans in the third sentence amount of subsection 2.12(a) and such drawing (or, in the last sentence case of subsection 3.5(a) a drawing under a Special Letter of this AgreementCredit, all payments due from for a borrowing of ABR Loans in the Borrower hereunder amount which is reasonably determined by the Administrative Agent to be the Dollar equivalent of the amount in the relevant currency of such drawing). The borrowing date with respect of Foreign L/Cs (and Reimbursement Obligations in connection therewith) to such borrowing shall be made in Dollars as provided in subsection 2.12 the date of this Agreementsuch drawing.

Reimbursement Obligation of the Borrower. (a) The If any draft is paid under any Letter of Credit, the Borrower agrees to or other applicant shall reimburse the Issuing Lender on for the same Business Day on which the Issuing Lender notifies the Borrower amount of the date and amount of a draft presented under any Letter of Credit and paid by the Issuing Lender provided such notice is received by 1:00 so paid, not later than 3:00 P.M., New York City time, on the second Business Day immediately following the day that the Borrower receives notice of payment of such draft (or if notice of such payment is received after 10:00 A.M., New York City time, on a Business Day, and on the next third Business Day if immediately following such notice is received after date of receipt) (such time. The Issuing Lender shall provide notice to the Borrower on each Business Day on which a draft is presented indicating the Dollar Equivalent of the amount of (i) such draft so paid (and, in the case of a Foreign L/Cdate, the amount of such draft so paid stated in the applicable Alternative Currency) and (ii) any taxes, fees, charges or other costs or expenses incurred by the Issuing Lender in connection with such payment ((i) and (ii) collectively with any interest accruing pursuant to paragraph (b) below, the "“Reimbursement Amount"Date”). Each such payment shall be made to the relevant Issuing Lender at its address for notices specified referred to herein in lawful money the currency in which such Letter of the United States of America Credit is denominated and in immediately available funds; provided, provided that, with respect in the case of any Letter of Credit denominated in an Optional Currency, if such payment, or obligation to make such payment, in an Optional Currency would subject the Administrative Agent, the relevant Issuing Lender or any Lender to any Reimbursement Obligations of the Borrower arising from the presentment stamp duty, ad valorem charge or any similar tax that would not be payable if such payment were paid or required to the Issuing Lender of a draft under a Foreign L/Cbe paid in Dollars, the Borrower may make payment in shall, at its option, (A) pay the applicable Alternative Currency amount of such tax to the Administrative Agent, the relevant Issuing Lender or the relevant Lender or (B) pay the Dollar Equivalent of such draft (calculated as of the Reimbursement Date); provided, further that if such payment is received by the Issuing Lender not made on the date applicable Reimbursement Date the obligation to pay such draft is paid by shall be permanently converted into an obligation to pay the Issuing Lender. Dollar Equivalent amount of such draft (b) calculated as of such Reimbursement Date). Interest shall be payable on the Dollar Equivalent of any and all such amounts remaining unpaid by the Borrower under this subsection from the date a draft presented under any Letter of Credit is paid by the Issuing Lender until payment in full (i) at the rate which would be payable on any Loans that are Base Rate Loans at such time until such payment is required to be made pursuant to subsection 3.5(a), and (ii) thereafter, at the rate which would be payable on any Loans that are Base Rate Loans at such time which were then overdue. (c) For the avoidance of doubt, subject to the provisos in the third sentence of subsection 2.12(a) and the last sentence of subsection 3.5(a) of this Agreement, all payments due from the Borrower hereunder in respect of Foreign L/Cs (and Reimbursement Obligations in connection therewith) shall be made in Dollars as provided in subsection 2.12 of this Agreement.Reimbursement

Reimbursement Obligation of the Borrower. (a) The Borrower agrees to shall reimburse the Issuing Lender Bank (whether through Advances under the Credit Facility or otherwise) on the same Business Day each date on which the Issuing Lender notifies the Borrower of the date and amount of a draft presented drawing is made under any Letter of Credit L/C and paid by the Issuing Lender provided such notice is received by 1:00 P.M., New York City time, on such Business Day, and Bank for the next Business Day if such notice is received after such time. The Issuing Lender shall provide notice amount equal to the Borrower on each Business Day on which a draft is presented indicating the Dollar Equivalent of the amount aggregate of (i) such draft drawing so paid (and, in the case of a Foreign L/C, the amount of such draft so paid stated in the applicable Alternative Currency) and (ii) any taxes, fees, charges or other costs or expenses which are incurred by the Issuing Lender Bank in connection with such payment ((i) and (ii) collectively with any interest accruing pursuant to paragraph (b) below, the "Reimbursement Amount")payment. Each such payment shall be made to the Issuing Lender Bank at its address for notices specified herein Branch of Account in lawful money of the United States of America currency in which such L/C is denominated and in immediately available funds; provided, that, with respect to any Reimbursement Obligations of the Borrower arising from the presentment to the Issuing Lender of a draft under a Foreign L/C, the Borrower may make payment in the applicable Alternative Currency if such payment is received by the Issuing Lender on the date such draft is paid by the Issuing Lender. (b) Interest If the Borrower fails to fully reimburse the Issuing Bank for the amount owing under Section 2.12(6)(a), then such amount shall be deemed to be an Advance by way of Prime Loan or USBR Loan, as applicable, for all purposes of this Agreement. For greater certainty, interest shall be payable on such Advance in accordance with Section 3.1 or Section 3.2, as applicable. Each Lender hereby agrees that, following receipt by it of notice of such drawing and the Dollar Equivalent failure of any and all amounts remaining unpaid by the Borrower under this subsection from to reimburse the Issuing Bank, it will make the amount of its Rateable Portion of such Advance available to the Administrative Agent for the account of the Issuing Bank at the Administrative Agent’s Branch of Account in funds immediately available to the Administrative Agent before 11:00 a.m. on the first Business Day following the date a draft presented under any Letter of Credit is paid by such notice (the “Reimbursement Date”). The Borrower hereby irrevocably directs the Issuing Bank to apply any amounts received by it pursuant to this Section 2.12(6)(b) to reimburse the Issuing Bank for amounts drawn under such L/C. If any Lender until payment does not make available to the Administrative Agent its Rateable Portion of such Advance before 11:00 a.m. on the Reimbursement Date with respect thereto, such Lender will pay to the Issuing Bank on demand interest on the amount of its Rateable Portion of such Advance at the Prime Rate calculated for the number of days for which such amount is not paid. Each Lender shall be obligated to make available its Rateable Portion of the Advance contemplated by this Section 2.12(6)(b) regardless of whether the conditions precedent to Advances set forth in full this Agreement are then satisfied. (c) If it shall be illegal or unlawful for the Borrower to incur Advances as contemplated by Section 2.12(6)(b) above or if it shall be illegal or unlawful for any Lender to be deemed to have assumed a rateable share of the Reimbursement Obligations owed to the Issuing Bank, then (i) at immediately and without further action whatsoever, each Lender shall be deemed to have irrevocably and unconditionally purchased from the rate which would be payable on any Loans that are Base Rate Loans at Issuing Bank an undivided interest and participation equal to such time until such payment is required to be made pursuant to subsection 3.5(a), Xxxxxx’s Rateable Portion of the L/C Exposure in respect of all L/Cs then outstanding and (ii) thereafter, at the rate which would be payable on immediately upon issuance of any Loans that are Base Rate Loans at such time which were then overdue. (c) For the avoidance of doubt, subject to the provisos in the third sentence of subsection 2.12(a) and the last sentence of subsection 3.5(a) of this Agreement, all payments due from the Borrower hereunder in respect of Foreign L/Cs (and Reimbursement Obligations in connection therewith) C, each Lender shall be made in Dollars as provided in subsection 2.12 of this Agreement.deemed to have irrevocably and unconditionally

Reimbursement Obligation of the Borrower. (a) The Borrower agrees In order to reimburse induce the Issuing Lender on the same Business Day on which the Issuing Lender notifies the Borrower of the date to issue, extend and amount of a draft presented under any renew each Letter of Credit and the Lenders to participate therein, the Borrower hereby agrees to reimburse or pay to the Issuing Lender through the Administrative Agent, for the account of the Issuing Lender or (as the case may be) the Lenders, with respect to each Letter of Credit issued, extended or renewed by the Issuing Lender hereunder, (a) except as otherwise expressly provided in §4.2(b) and (c), on each date that any draft presented under such Letter of Credit is honored by the Issuing Lender, or the Issuing Lender otherwise makes a payment with respect thereto, (i) the amount paid by the Issuing Lender provided under or with respect to such notice is received by 1:00 P.M.Letter of Credit, New York City time, on such Business Day, and the next Business Day if such notice is received after such time. The Issuing Lender shall provide notice to the Borrower on each Business Day on which a draft is presented indicating the Dollar Equivalent of the amount of (i) such draft so paid (and, in the case of a Foreign L/C, the amount of such draft so paid stated in the applicable Alternative Currency) and (ii) the amount of any taxes, fees, charges or other costs or and expenses whatsoever incurred by the Issuing Lender or any Lender in connection with any payment made by the Issuing Lender or any Lender under, or with respect to, such payment ((i) and (ii) collectively with any interest accruing pursuant to paragraph Letter of Credit, (b) belowupon the reduction (but not termination) of the Total Tranche A Commitment to an amount less than the Maximum Drawing Amount, an amount equal to such difference, which amount shall be held by the "Administrative Agent for the benefit of the Lenders and the Issuing Lender as cash collateral for all Reimbursement Amount")Obligations, and (c) upon the termination of the Total Tranche A Commitment, or the acceleration of the Reimbursement Obligations with respect to all Letters of Credit in accordance with §13, an amount equal to the then Maximum Drawing Amount on all Letters of Credit, which amount shall be held by the Administrative Agent for the benefit of the Lenders and the Issuing Lender as cash collateral for all Reimbursement Obligations. Each such payment shall be made to the Issuing Lender Administrative Agent at its address for notices specified herein in lawful money of the United States of America and Administrative Agent’s Office in immediately available funds; provided, that, with respect to any Reimbursement Obligations of the Borrower arising from the presentment to the Issuing Lender of a draft under a Foreign L/C, the Borrower may make payment in the applicable Alternative Currency if such payment is received by the Issuing Lender . Interest on the date such draft is paid by the Issuing Lender. (b) Interest shall be payable on the Dollar Equivalent of any and all amounts remaining unpaid by the Borrower under this subsection §4.2 at any time from the date a draft presented under any Letter of Credit is paid such amounts become due and payable (whether as stated in this §4.2, by the Issuing Lender acceleration or otherwise) until payment in full (iwhether before or after judgment) shall be payable to the Administrative Agent on demand by the Issuing Lender at the rate which would be payable specified in §5.10 for overdue principal on any Loans that are Base Rate Loans at such time until such payment is required to be made pursuant to subsection 3.5(a), and (ii) thereafter, at the rate which would be payable on any Loans that are Base Rate Loans at such time which were then overdueTranche A Loans. (c) For the avoidance of doubt, subject to the provisos in the third sentence of subsection 2.12(a) and the last sentence of subsection 3.5(a) of this Agreement, all payments due from the Borrower hereunder in respect of Foreign L/Cs (and Reimbursement Obligations in connection therewith) shall be made in Dollars as provided in subsection 2.12 of this Agreement.

Reimbursement Obligation of the Borrower. (a) The Borrower agrees In the event of any drawing under any Letter of Credit, the Borrowers agree to reimburse (either with the proceeds of a Revolving Loan as provided for in this Section or with funds from other sources), in same day funds, the Issuing Lender on the same next Business Day following the date on which the Issuing Lender notifies the Borrower Borrowers of the date and amount of a draft presented paid under any Letter of Credit and paid by the Issuing Lender provided such notice is received by 1:00 P.M., New York City time, on such Business Day, and the next Business Day if such notice is received after such time. The Issuing Lender shall provide notice to the Borrower on each Business Day on which a draft is presented indicating the Dollar Equivalent of for the amount of (ia) such draft so paid (and, in the case of a Foreign L/C, the amount of such draft so paid stated in the applicable Alternative Currency) and (iib) any taxes, fees, charges or other costs or expenses amounts referred to in Section 3.3(c) incurred by the Issuing Lender in connection with such payment payment. Unless the Borrowers shall immediately notify the Issuing Lender that the Borrowers intend to reimburse the Issuing Lender for such drawing from other sources or funds, the Borrowers shall be deemed to have timely given a Notice of Borrowing to the Administrative 62 Agent requesting that the Revolving Lenders make a Revolving Loan bearing interest at the Base Rate plus the Applicable Margin on such date in the amount of ((ia) such draft so paid and (ii) collectively with any interest accruing pursuant to paragraph (b) below, the "Reimbursement Amount"). Each such payment shall be made any amounts referred to the Issuing Lender at its address for notices specified herein in lawful money of the United States of America and in immediately available funds; provided, that, with respect to any Reimbursement Obligations of the Borrower arising from the presentment to the Issuing Lender of a draft under a Foreign L/C, the Borrower may make payment in the applicable Alternative Currency if such payment is received Section 3.3(c) incurred by the Issuing Lender on in connection with such payment, and the date Revolving Lenders shall make a Base Rate Loan bearing interest at the Base Rate plus the Applicable Margin in such draft is paid by amount, the proceeds of which shall be applied to reimburse the Issuing Lender. (b) Interest shall be payable on Lender for the Dollar Equivalent amount of the related drawing and costs and expenses. Each Revolving Lender acknowledges and agrees that its obligation to fund a Revolving Loan in accordance with this Section to reimburse the Issuing Lender for any and all amounts remaining unpaid by the Borrower draft paid under this subsection from the date a draft presented under any Letter of Credit is paid absolute and unconditional and shall not be affected by any circumstance whatsoever, including, without limitation, non-satisfaction of the conditions set forth in Section 2.4 or ARTICLE IV. If the Borrowers have elected to pay the amount of such drawing with funds from other sources and shall fail to reimburse the Issuing Lender until payment in full (i) as provided above, the unreimbursed amount of such drawing shall bear interest at the rate which would be payable on any Loans that are outstanding Base Rate Loans at such time until such payment is required to be made pursuant to subsection 3.5(a), and (ii) thereafter, at the rate which would be payable on any Loans that are Base Rate Loans at such time which were then overdue. (c) For the avoidance of doubt, subject to the provisos in the third sentence of subsection 2.12(a) and the last sentence of subsection 3.5(a) of this Agreement, all payments due overdue from the Borrower hereunder date such amounts become payable (whether at stated maturity, by acceleration or otherwise) until payment in respect of Foreign L/Cs (and Reimbursement Obligations in connection therewith) shall be made in Dollars as provided in subsection 2.12 of this Agreementfull.

Reimbursement Obligation of the Borrower. In order to induce the Issuing Bank to issue, extend and renew each Letter of Credit, the Borrower hereby agrees to reimburse or pay to the Lender, for the account of the Issuing Bank or, as the case may be, the Lender, with respect to each Letter of Credit issued, extended or renewed by the Issuing Bank hereunder as follows: (a) The Borrower agrees to reimburse the Issuing Lender on the same Business Day on which the Issuing Lender notifies the Borrower of the each date and amount of a that any draft presented under any Letter of Credit and is honored by the Issuing Bank or the Issuing Bank otherwise makes payment with respect thereto, (i) the amount paid by the Issuing Lender provided Bank under or with respect to such notice is received by 1:00 P.M.Letter of Credit, New York City time, on such Business Day, and the next Business Day if such notice is received after such time. The Issuing Lender shall provide notice to the Borrower on each Business Day on which a draft is presented indicating the Dollar Equivalent of the amount of (i) such draft so paid (and, in the case of a Foreign L/C, the amount of such draft so paid stated in the applicable Alternative Currency) and (ii) the amount of any taxes, fees, charges or other costs or and expenses whatsoever incurred by the Issuing Bank or the Lender in connection with any payment made by the Issuing Bank under, or with respect to, such payment ((i) and (ii) collectively with any interest accruing pursuant to paragraph Letter of Credit; and (b) belowupon the Revolving Credit Maturity Date or the acceleration of the Reimbursement Obligations pursuant to Section 8, an amount equal to 105% of the "then Maximum Drawing Amount of all Letters of Credit, which amount shall be held by the Issuing Bank as cash collateral for all Reimbursement Amount")Obligations. Each such payment shall be made to the Issuing Lender at its address for notices specified herein in lawful money of the United States of America and head office in immediately available funds; provided, that, with respect to any Reimbursement Obligations of the Borrower arising from the presentment to the Issuing Lender of a draft under a Foreign L/C, the Borrower may make payment in the applicable Alternative Currency if such payment is received by the Issuing Lender . Interest on the date such draft is paid by the Issuing Lender. (b) Interest shall be payable on the Dollar Equivalent of any and all amounts remaining unpaid by the Borrower under this subsection Section 2A.2 at any time from the date a draft presented under any Letter of Credit is paid such amounts become due and payable (whether as stated in this Section 2A.2, by the Issuing Lender acceleration or otherwise) until payment in full (iwhether before or after judgment) at the rate which would shall be payable to the Lender, for the account of Issuing Bank or (as the case may be) the Lender, on any Loans that are demand at a rate per annum equal to two percent (2%) above the Interest Rate applicable to Base Rate Loans at such the time until such payment is required to be made pursuant to subsection 3.5(a), and (ii) thereafter, at the rate which would be payable on any Loans that are Base Rate Loans at such time which were then overdue. (c) For the avoidance of doubt, subject to the provisos in the third sentence absence of subsection 2.12(a) and the last sentence an Event of subsection 3.5(a) of this Agreement, all payments due from the Borrower hereunder in respect of Foreign L/Cs (and Reimbursement Obligations in connection therewith) shall be made in Dollars as provided in subsection 2.12 of this AgreementDefault.

Reimbursement Obligation of the Borrower. In order to induce the Fronting Banks to issue, extend, increase and renew Letters of Credit and the Revolving Credit Banks to participate therein, the Borrower hereby agrees, except as contemplated in §3.3, to reimburse or pay to the Agent, for the account of the applicable Fronting Bank or (as the case may be) the Revolving Credit Banks, with respect to each Letter of Credit issued, extended or renewed by such Fronting Bank hereunder, (a) The Borrower agrees to reimburse except as otherwise expressly provided in §3.2(b) and (c) or §3.3, promptly upon notification by a Fronting Bank or the Issuing Lender on the same Business Day on which the Issuing Lender notifies the Borrower of the date and amount of a Agent that any draft presented under any such Letter of Credit and paid is honored by the Issuing Lender provided such notice is received by 1:00 P.M.Fronting Bank, New York City timeor such Fronting Bank otherwise makes a payment with respect thereto, on such Business Day, and the next Business Day if such notice is received after such time. The Issuing Lender shall provide notice to the Borrower on each Business Day on which a draft is presented indicating the Dollar Equivalent of the amount of (i) such draft so paid (and, in the case of a Foreign L/C, the amount paid by such Fronting Bank under or with respect to such Letter of such draft so paid stated in the applicable Alternative Currency) Credit, and (ii) any taxes, fees, charges or other costs or expenses incurred by the Issuing Lender in connection with such payment ((i) and (ii) collectively with any interest accruing amounts payable pursuant to paragraph §5.6 under, or with respect to, such Letter of Credit, (b) belowupon the reduction (but not termination) of the Total Revolving Credit Commitment to an amount less than the then Outstanding Amount of all Letter of Credit Obligations, an amount equal to such difference, which amount shall be held by the "Agent in an interest-bearing account (with interest to be added to such account) as Cash Collateral for the benefit of the Revolving Credit Banks and the Agent for all Reimbursement Amount")Obligations, and (c) upon the termination of the Total Revolving Credit Commitment, or the acceleration of the Reimbursement Obligations with respect to all Letters of Credit in accordance with §14, an amount equal to the then Outstanding Amount of all Letter of Credit Obligations, which amount shall be held by the Agent in an interest-bearing account (with interest to be added to such account) as Cash Collateral for the benefit of the Revolving Credit Banks and the Agent for all Reimbursement Obligations. Each such payment shall be made to the Issuing Lender at its address Agent for notices specified herein in lawful money the benefit of the United States of America and Revolving Credit Banks at the Agent’s Funding Office for the Applicable Currency in immediately available funds; provided, that, with respect to any Reimbursement Obligations of Same Day Funds. In the Borrower arising from the presentment to the Issuing Lender case of a draft under a Foreign L/CLetter of Credit denominated in an Alternative Currency, the Borrower may make payment shall reimburse the applicable Fronting Bank in such Alternative Currency, unless (A) such Fronting Bank (at its option) shall have specified in such notice that it will require reimbursement in Dollars, or (B) in the absence of any such requirement for reimbursement in Dollars, the Borrower shall have notified such Fronting Bank promptly following receipt of the notice of drawing that the Borrower will reimburse such Fronting Bank in Dollars. In the case of any such reimbursement in Dollars of a drawing under a Letter of Credit denominated in an Alternative Currency, the applicable Alternative Currency if such payment is received by Fronting Bank shall notify the Issuing Lender on the date such draft is paid by the Issuing Lender. (b) Interest shall be payable on Borrower of the Dollar Equivalent of the amount of the drawing promptly following the determination thereof. In the event that (A) a drawing denominated in an Alternative Currency is to be reimbursed in Dollars pursuant to the second sentence in this §3.2 and (B) the Dollar amount paid by the Borrower shall not be adequate on the date of that payment to purchase in accordance with normal banking procedures a sum denominated in the Alternative Currency equal to the drawing, the Borrower agrees, as a separate and independent obligation, to indemnify such Fronting Bank for the loss resulting from its inability on that date to purchase the Alternative Currency in the full amount of the drawing. Interest on any and all amounts not converted to a Revolving Credit Loan pursuant to §3.3 and remaining unpaid by the Borrower under this subsection §3.2 at any time from the date a draft presented under any Letter of Credit is paid such amounts become due and payable (whether as stated in this §3.2, by the Issuing Lender acceleration or otherwise) until payment in full (iwhether before or after judgment) shall be payable to the Agent for the benefit of the Revolving Credit Banks on demand at the rate which would be payable specified in §5.10 for overdue principal on any Loans that are Base Rate Loans at such time until such payment is required to be made pursuant to subsection 3.5(a), and (ii) thereafter, at the rate which would be payable on any Loans that are Base Rate Loans at such time which were then overdueLoans. (c) For the avoidance of doubt, subject to the provisos in the third sentence of subsection 2.12(a) and the last sentence of subsection 3.5(a) of this Agreement, all payments due from the Borrower hereunder in respect of Foreign L/Cs (and Reimbursement Obligations in connection therewith) shall be made in Dollars as provided in subsection 2.12 of this Agreement.

Reimbursement Obligation of the Borrower. (a) The Borrower agrees In order to reimburse induce the Issuing Lender on the same Business Day on which the Issuing Lender notifies the Borrower of the date Agent ---------------------------------------- to issue, extend and amount of a draft presented under any renew each Letter of Credit and the Banks to participate therein, the Borrower hereby agrees to reimburse or pay to the Agent, for the account of the Agent or (as the case may be) the Banks, with respect to each Letter of Credit issued, extended or renewed by the Agent hereunder, (a) except as otherwise expressly provided in (S)5.2(b) and (c), on each date that any draft presented under such Letter of Credit is honored by the Agent, or the Agent otherwise makes a payment with respect thereto, (i) the amount paid by the Issuing Lender provided Agent under or with respect to such notice is received by 1:00 P.M.Letter of Credit, New York City time, on such Business Day, and the next Business Day if such notice is received after such time. The Issuing Lender shall provide notice to the Borrower on each Business Day on which a draft is presented indicating the Dollar Equivalent of the amount of (i) such draft so paid (and, in the case of a Foreign L/C, the amount of such draft so paid stated in the applicable Alternative Currency) and (ii) the amount of any taxes, fees, charges or other costs or and expenses whatsoever incurred by the Issuing Lender Agent or any Bank in connection with any payment made by the Agent or any Bank under, or with respect to, such payment ((i) and (ii) collectively with any interest accruing pursuant to paragraph Letter of Credit, (b) belowupon the reduction (but not termination) of the Total Commitment to an amount less than the Maximum Drawing Amount, an amount equal to such difference, which amount shall be held by the "Agent for the benefit of the Banks and the Agent as cash collateral for all Reimbursement Amount")Obligations, and (c) upon the termination of the Total Commitment, or the acceleration of the Reimbursement Obligations with respect to all Letters of Credit in accordance with (S)14, an amount equal to the then Maximum Drawing Amount on all Letters of Credit, which amount shall be held by the Agent for the benefit of the Banks and the Agent as cash collateral for all Reimbursement Obligations. Each such payment shall be made to the Issuing Lender Agent at its address for notices specified herein in lawful money of the United States of America and Agent's Head Office in immediately available funds; provided, that, with respect to any Reimbursement Obligations of the Borrower arising from the presentment to the Issuing Lender of a draft under a Foreign L/C, the Borrower may make payment in the applicable Alternative Currency if such payment is received by the Issuing Lender . Interest on the date such draft is paid by the Issuing Lender. (b) Interest shall be payable on the Dollar Equivalent of any and all amounts remaining unpaid by the Borrower under this subsection (S)5.2 at any time from the date a draft presented under any Letter of Credit is paid such amounts become due and payable (whether as stated in this (S)5.2, by the Issuing Lender acceleration or otherwise) until payment in full (iwhether before or after judgment) shall be payable to the Agent on demand at the rate which would be payable specified in (S)6.11 for overdue principal on any Loans that are Base Rate Loans at such time until such payment is required to be made pursuant to subsection 3.5(a), and (ii) thereafter, at the rate which would be payable on any Loans that are Base Rate Loans at such time which were then overdueRevolving Credit Loans. (c) For the avoidance of doubt, subject to the provisos in the third sentence of subsection 2.12(a) and the last sentence of subsection 3.5(a) of this Agreement, all payments due from the Borrower hereunder in respect of Foreign L/Cs (and Reimbursement Obligations in connection therewith) shall be made in Dollars as provided in subsection 2.12 of this Agreement.

Reimbursement Obligation of the Borrower. (a) The Borrower agrees In order to reimburse induce the Administrative Agent to cause the Issuing Lender on the same Business Day on which the Issuing Lender notifies the Borrower of the date to issue, extend and amount of a draft presented under any renew each Letter of Credit and the Lenders to participate therein, the Borrower hereby agrees to reimburse or pay to the Administrative Agent, for the account of the Administrative Agent and/or the Issuing Lender or (as the case may be) the Lenders, with respect to each Letter of Credit issued, extended or renewed by the Issuing Lender hereunder, (a) except as otherwise expressly provided in 4.2(b) and (c), on each date that any draft presented under such Letter of Credit is honored by the Issuing Lender, or the Issuing Lender or the Administrative Agent otherwise makes a payment with respect thereto, (i) the amount paid by the Issuing Lender provided or the Administrative Agent under or with respect to such notice is received by 1:00 P.M.Letter of Credit, New York City time, on such Business Day, and the next Business Day if such notice is received after such time. The Issuing Lender shall provide notice to the Borrower on each Business Day on which a draft is presented indicating the Dollar Equivalent of the amount of (i) such draft so paid (and, in the case of a Foreign L/C, the amount of such draft so paid stated in the applicable Alternative Currency) and (ii) the amount of any taxes, fees, charges or other costs or and expenses whatsoever incurred by the Issuing Lender or Administrative Agent or any Lender in connection with any payment made by the Issuing Lender, Administrative Agent or any Lender under, or with respect to, such Letter of Credit; provided that, subject to the conditions to borrowing set forth herein, payment ((iof each Reimbursement Obligation by the Borrower under this 4.2(a) shall be made through the automatic funding of a Revolving Credit Loan bearing interest at the Base Rate applicable to Revolving Credit Loans in an amount equal to the amount of such Reimbursement Obligation, and (ii) collectively with the Borrower hereby irrevocably authorizes and directs the Administrative Agent and Issuing Lender to take such actions as may be necessary to effectuate such automatic funding of any interest accruing pursuant to paragraph such Base Rate Loans, (b) belowupon the reduction (but not termination) of the Total Commitment to an amount less than the Maximum Drawing Amount, an amount equal to such difference, which amount shall be held by the "Administrative Agent for the benefit of the Lenders and the Administrative Agent as cash collateral for all Reimbursement Obligations, and (c) upon the termination of the Total Commitment, or the acceleration of the Reimbursement Obligations with respect to all Letters of Credit in accordance with 12, an amount equal to the then Maximum Drawing Amount"), which amount shall be held by the Administrative Agent for the benefit of the Lenders and the Administrative Agent as cash collateral for all Reimbursement Obligations. Each such payment shall be made to the Issuing Lender Administrative Agent at its address for notices specified herein in lawful money of the United States of America and Administrative Agents Office in immediately available funds; provided, that, with respect to any Reimbursement Obligations of the Borrower arising from the presentment to the Issuing Lender of a draft under a Foreign L/C, the Borrower may make payment in the applicable Alternative Currency if such payment is received by the Issuing Lender . Interest on the date such draft is paid by the Issuing Lender. (b) Interest shall be payable on the Dollar Equivalent of any and all amounts remaining unpaid by the Borrower under this subsection 4.2 at any time from the date a draft presented under any Letter of Credit is paid such amounts become due and payable (whether as stated in this 4.2, by the Issuing Lender acceleration or otherwise) until payment in full (i) at the rate which would be payable on any Loans that are Base Rate Loans at such time until such payment is required to be made pursuant to subsection 3.5(a), and (ii) thereafter, at the rate which would be payable on any Loans that are Base Rate Loans at such time which were then overdue. (c) For the avoidance of doubt, subject to the provisos in the third sentence of subsection 2.12(a) and the last sentence of subsection 3.5(a) of this Agreement, all payments due from the Borrower hereunder in respect of Foreign L/Cs (and Reimbursement Obligations in connection therewithwhether before or after judgment) shall be made in Dollars as provided in subsection 2.12 of this Agreementpayable to the Administrative Agent on demand at the Default Rate.

Reimbursement Obligation of the Borrower. (a) The In the event of any drawing under any Letter of Credit, the Borrower agrees (and, in the case of the Existing Letters of Credit, Fossil Partners also agrees) to reimburse (either with the proceeds of a Revolving Credit Loan as provided for in this Section or with funds from other sources), in same day funds, the Issuing Lender on the same Business Day each date on which the Issuing Lender notifies the Borrower of the date and amount of a draft presented paid under any Letter of Credit and paid by the Issuing Lender provided such notice is received by 1:00 P.M., New York City time, on such Business Day, and the next Business Day if such notice is received after such time. The Issuing Lender shall provide notice to the Borrower on each Business Day on which a draft is presented indicating the Dollar Equivalent of for the amount of (ia) such draft so paid (and, in the case of a Foreign L/C, the amount of such draft so paid stated in the applicable Alternative Currency) and (iib) any taxes, fees, charges or other costs or expenses amounts referred to in Section 3.3(c) incurred by the Issuing Lender in connection with such payment payment. Unless the Borrower shall immediately notify the Issuing Lender that the Borrower intends to reimburse the Issuing Lender for such drawing from other sources or funds, the Borrower shall be deemed to have timely given a Notice of Borrowing to the Administrative Agent requesting that the Lenders make a Revolving Credit Loan bearing interest at the Base Rate on such date in the amount of ((ia) such draft so paid and (ii) collectively with any interest accruing pursuant to paragraph (b) below, the "Reimbursement Amount"). Each such payment shall be made any amounts referred to the Issuing Lender at its address for notices specified herein in lawful money of the United States of America and in immediately available funds; provided, that, with respect to any Reimbursement Obligations of the Borrower arising from the presentment to the Issuing Lender of a draft under a Foreign L/C, the Borrower may make payment in the applicable Alternative Currency if such payment is received Section 3.3(c) incurred by the Issuing Lender on in connection with such payment, and the date Lenders shall make a Revolving Credit Loan bearing interest at the Base Rate in such draft is paid by amount, the proceeds of which shall be applied to reimburse the Issuing Lender. (b) Interest shall be payable on Lender for the Dollar Equivalent amount of the related drawing and costs and expenses. Each Lender acknowledges and agrees that its obligation to fund a Revolving Credit Loan in accordance with this Section to reimburse the Issuing Lender for any and all amounts remaining unpaid by the Borrower draft paid under this subsection from the date a draft presented under any Letter of Credit is paid absolute and unconditional and shall not be affected by any circumstance whatsoever, including, without limitation, non-satisfaction of the conditions set forth in Section 2.3(a) or Article VI. If the Borrower has elected to pay the amount of such drawing with funds from other sources and shall fail to reimburse the Issuing Lender until payment in full (i) as provided above, the unreimbursed amount of such drawing shall bear interest at the rate which would be payable on any Loans that are outstanding Base Rate Loans at such time until such payment is required to be made pursuant to subsection 3.5(a), and (ii) thereafter, at the rate which would be payable on any Loans that are Base Rate Loans at such time which were then overdue. (c) For the avoidance of doubt, subject to the provisos in the third sentence of subsection 2.12(a) and the last sentence of subsection 3.5(a) of this Agreement, all payments due overdue from the Borrower hereunder date such amounts become payable (whether at stated maturity, by acceleration or otherwise) until payment in respect of Foreign L/Cs (and Reimbursement Obligations in connection therewith) shall be made in Dollars as provided in subsection 2.12 of this Agreementfull.

Reimbursement Obligation of the Borrower. (a) The Borrower agrees In order to reimburse induce the Issuing Lender on the same Business Day on which the Issuing Lender notifies the Borrower of the date to issue, extend and amount of a draft presented under any renew each Letter of Credit and the Lenders to participate therein, the Borrower hereby agrees to reimburse or pay to the Issuing Lender through the Administrative Agent, for the account of the Issuing Lender or (as the case may be) the Lenders, with respect to each Letter of Credit issued, extended or renewed by the Issuing Lender hereunder, (a) except as otherwise expressly provided in Section 4.2(b) and (c), on each date that any draft presented under such Letter of Credit is honored by the Issuing Lender, or the Issuing Lender otherwise makes a payment with respect thereto, (i) the amount paid by the Issuing Lender provided under or with respect to such notice is received by 1:00 P.M.Letter of Credit, New York City time, on such Business Day, and the next Business Day if such notice is received after such time. The Issuing Lender shall provide notice to the Borrower on each Business Day on which a draft is presented indicating the Dollar Equivalent of the amount of (i) such draft so paid (and, in the case of a Foreign L/C, the amount of such draft so paid stated in the applicable Alternative Currency) and (ii) the amount of any taxes, fees, charges or other costs or and expenses whatsoever incurred by the Issuing Lender or any Lender in connection with any payment made by the Issuing Lender or any Lender under, or with respect to, such payment ((i) and (ii) collectively with any interest accruing pursuant to paragraph Letter of Credit, (b) belowupon the reduction (but not termination) of the Total Tranche A Commitment to an amount less than the Maximum Drawing Amount, an amount equal to such difference, which amount shall be held by the "Administrative Agent for the benefit of the Lenders and the Issuing Lender as cash collateral for all Reimbursement Amount")Obligations, and (c) upon the termination of the Total Tranche A Commitment, or the acceleration of the Reimbursement Obligations with respect to all Letters of Credit in accordance with Section 13, an amount equal to the then Maximum Drawing Amount on all Letters of Credit, which amount shall be held by the Administrative Agent for the benefit of the Lenders and the Issuing Lender as cash collateral for all Reimbursement Obligations. Each such payment shall be made to the Issuing Lender Administrative Agent at its address for notices specified herein in lawful money of the United States of America and Administrative Agent's Office in immediately available funds; provided, that, with respect to any Reimbursement Obligations of the Borrower arising from the presentment to the Issuing Lender of a draft under a Foreign L/C, the Borrower may make payment in the applicable Alternative Currency if such payment is received by the Issuing Lender . Interest on the date such draft is paid by the Issuing Lender. (b) Interest shall be payable on the Dollar Equivalent of any and all amounts remaining unpaid by the Borrower under this subsection Section 4.2 at any time from the date a draft presented under any Letter of Credit is paid such amounts become due and payable (whether as stated in this Section 4.2, by the Issuing Lender acceleration or otherwise) until payment in full (iwhether before or after judgment) shall be payable to the Administrative Agent on demand by the Issuing Lender at the rate which would be payable specified in Section 5.10 for overdue principal on any Loans that are Base Rate Loans at such time until such payment is required to be made pursuant to subsection 3.5(a), and (ii) thereafter, at the rate which would be payable on any Loans that are Base Rate Loans at such time which were then overdueTranche A Loans. (c) For the avoidance of doubt, subject to the provisos in the third sentence of subsection 2.12(a) and the last sentence of subsection 3.5(a) of this Agreement, all payments due from the Borrower hereunder in respect of Foreign L/Cs (and Reimbursement Obligations in connection therewith) shall be made in Dollars as provided in subsection 2.12 of this Agreement.

Reimbursement Obligation of the Borrower. In order to induce the LC Issuer to issue, extend and renew each Letter of Credit, the Borrower hereby agrees to reimburse or pay to the Lender, for the account of the LC Issuer or (as the case may be) the Lender, with respect to each Letter of Credit issued, extended or renewed by the LC Issuer hereunder as follows: (a) The Borrower agrees to reimburse the Issuing Lender on the same Business Day on which the Issuing Lender notifies the Borrower of the each date and amount of a that any draft presented under any Letter of Credit and is honored by the LC Issuer or the LC Issuer otherwise makes payment with respect thereto, (i) the amount paid by the Issuing Lender provided LC Issuer under or with respect to such notice is received by 1:00 P.M.Letter of Credit, New York City time, on such Business Day, and the next Business Day if such notice is received after such time. The Issuing Lender shall provide notice to the Borrower on each Business Day on which a draft is presented indicating the Dollar Equivalent of the amount of (i) such draft so paid (and, in the case of a Foreign L/C, the amount of such draft so paid stated in the applicable Alternative Currency) and (ii) the amount of any taxes, fees, charges or other costs or and expenses whatsoever incurred by the Issuing LC Issuer or the Lender in connection with any payment made by the LC Issuer under, or with respect to, such payment ((i) and (ii) collectively with any interest accruing pursuant to paragraph Letter of Credit; and (b) belowupon the Maturity Date or the acceleration of the Maximum Drawing Amount pursuant to Section ‎9.2, an amount equal to 105% of the "Reimbursement Amount")then Maximum Drawing Amount of all Letters of Credit, which amount shall be held by the LC Issuer as cash collateral for all LC Disbursements. Each such payment shall be made to the Issuing Lender at its address for notices specified herein in lawful money of the United States of America and head office in immediately available funds; provided, that, with respect to any Reimbursement Obligations of the Borrower arising from the presentment to the Issuing Lender of a draft under a Foreign L/C, the Borrower may make payment in the applicable Alternative Currency if such payment is received by the Issuing Lender . Interest on the date such draft is paid by the Issuing Lender. (b) Interest shall be payable on the Dollar Equivalent of any and all amounts remaining unpaid by the Borrower under this subsection Section ‎3.2 at any time from the date a draft presented under any Letter of Credit is paid such amounts become due and payable (whether as stated in this Section ‎3.2, by the Issuing Lender acceleration or otherwise) until payment in full (i) at the rate which would be payable on any Loans that are Base Rate Loans at such time until such payment is required to be made pursuant to subsection 3.5(a), and (ii) thereafter, at the rate which would be payable on any Loans that are Base Rate Loans at such time which were then overdue. (c) For the avoidance of doubt, subject to the provisos in the third sentence of subsection 2.12(a) and the last sentence of subsection 3.5(a) of this Agreement, all payments due from the Borrower hereunder in respect of Foreign L/Cs (and Reimbursement Obligations in connection therewithwhether before or after judgment) shall be made in Dollars payable to the Lender, for the account of LC Issuer or (as provided in subsection 2.12 of this Agreementthe case may be) the Lender, on demand at a rate per annum equal to 2% above the Alternate Base Rate.

Reimbursement Obligation of the Borrower. In order to induce the Lender to issue, extend and renew each Letter of Credit, the Borrower hereby agrees to reimburse or pay to the Lender, for the account of the Lender, with respect to each Letter of Credit issued, extended or renewed by the Lender hereunder, (a) The Borrower agrees to reimburse the Issuing Lender except as otherwise expressly provided in §4.2(b) and (c), on the same Business Day on which the Issuing Lender notifies the Borrower of the each date and amount of a that any draft presented under any such Letter of Credit and is honored by the Lender, or the Lender otherwise makes a payment with respect thereto, (i) the amount paid by the Issuing Lender provided under or with respect to such notice is received by 1:00 P.M.Letter of Credit, New York City time, on such Business Day, and the next Business Day if such notice is received after such time. The Issuing Lender shall provide notice to the Borrower on each Business Day on which a draft is presented indicating the Dollar Equivalent of the amount of (i) such draft so paid (and, in the case of a Foreign L/C, the amount of such draft so paid stated in the applicable Alternative Currency) and (ii) the amount of any taxes, fees, charges or other costs or and expenses whatsoever incurred by the Issuing Lender in connection with any payment made by the Lender under, or with respect to, such payment ((i) Letter of Credit, with each drawing under any Letter of Credit, unless otherwise directly reimbursed or paid by the Borrower, to constitute, automatically and (ii) collectively with any interest accruing without further action by the Borrower a request by the Borrower to the Lender for a borrowing pursuant to paragraph §2.6 of a Prime Rate Loan in the amount of such drawing, with the Drawdown Date with respect to such borrowing being the date of such drawing; (b) belowupon the reduction (but not termination) of the Total Commitment to an amount less than the Maximum Drawing Amount, an amount equal to such difference, which amount shall be held by the "Lender as cash collateral for all Reimbursement Amount")Obligations, and (c) upon the termination of the Total Commitment, or the acceleration of the Reimbursement Obligations with respect to all Letters of Credit in accordance with §13, an amount equal to the then Maximum Drawing Amount on all Letters of Credit, which amount shall be held by the Lender in an interest bearing account as cash collateral for all Reimbursement Obligations. Each such payment shall be made to the Issuing Lender at its address for notices specified herein in lawful money of the United States of America and Lender’s Office in immediately available funds; provided, that, with respect to any Reimbursement Obligations of the Borrower arising from the presentment to the Issuing Lender of a draft under a Foreign L/C, the Borrower may make payment in the applicable Alternative Currency if such payment is received by the Issuing Lender . Interest on the date such draft is paid by the Issuing Lender. (b) Interest shall be payable on the Dollar Equivalent of any and all amounts remaining unpaid by the Borrower under this subsection §4.2 at any time from the date a draft presented under any Letter of Credit is paid such amounts become due and payable (whether as stated in this §4.2, by the Issuing Lender acceleration or otherwise) until payment in full (iwhether before or after judgment) shall be payable to the Lender on demand at the rate which would be payable specified in §5.10 for overdue principal on any Loans that are Base Rate Loans at such time until such payment is required to be made pursuant to subsection 3.5(a), and (ii) thereafter, at the rate which would be payable on any Loans that are Base Rate Loans at such time which were then overdueLoans. (c) For the avoidance of doubt, subject to the provisos in the third sentence of subsection 2.12(a) and the last sentence of subsection 3.5(a) of this Agreement, all payments due from the Borrower hereunder in respect of Foreign L/Cs (and Reimbursement Obligations in connection therewith) shall be made in Dollars as provided in subsection 2.12 of this Agreement.

Reimbursement Obligation of the Borrower. (a) The If any draft is paid under any Letter of Credit, the Borrower agrees to shall reimburse the Issuing Lender on the same Business Day on which the Issuing Lender notifies the Borrower of the date and amount of a draft presented under any Letter of Credit and paid by the Issuing Lender provided such notice is received by 1:00 P.M., New York City time, on such Business Day, and the next Business Day if such notice is received after such time. The Issuing Lender shall provide notice to the Borrower on each Business Day on which a draft is presented indicating the Dollar Equivalent of for the amount of (ia) such the draft so paid (and, in the case of a Foreign L/C, the amount of such draft so paid stated in the applicable Alternative Currency) and (iib) any taxes, fees, charges or other costs or expenses incurred by the Issuing Lender in connection with such payment ((i) and (ii) collectively with any interest accruing pursuant to paragraph (b) belowpayment, not later than 12:00 Noon, New York City time, on the "Reimbursement Amount")Business Day immediately following the day that the Borrower receives such notice. Each such payment shall be made to the Issuing Lender at its address for notices specified referred to herein in lawful money of the United States of America Dollars and in immediately available funds; provided, that, with respect to . Interest shall be payable on any Reimbursement Obligations such amounts from the date on which the relevant draft is paid until payment in full at the rate set forth in (x) until the Business Day next succeeding the date of the relevant notice, Section 2.8(b) and (y) thereafter, Section 2.8(c). If the Borrower arising from the presentment fails to the so reimburse such Issuing Lender by such time, the Administrative Agent shall promptly notify each Lender of a draft under a Foreign L/Csuch payment date, the amount of the unreimbursed drawing (the “Unreimbursed Amount”) and the amount of such Lender’s Revolving Percentage thereof. In such event, the Borrower may make payment in the applicable Alternative Currency if shall be deemed to have requested ABR Loans to be disbursed on such payment is received date in an amount equal to such Unreimbursed Amount, without regard to the minimum and multiples specified in Section 2.2 for the principal amount of ABR Loans, but subject to the aggregate Available Revolving Commitment and the conditions set forth in Section 5.2. Any notice given by the an Issuing Lender on or the date Administrative Agent pursuant to this paragraph (a) may be given by telephone if immediately confirmed in writing; provided that the lack of such draft is paid by confirmation shall not affect the Issuing Lenderconclusiveness or binding effect of such notice. (b) Interest Each Lender (including each Lender acting as an Issuing Lender) shall upon any notice pursuant to paragraph (a) of this Section make funds available for the account of the applicable Issuing Lender at the Administrative Agent’s Office in an amount equal to its Revolving Percentage of the relevant Unreimbursed Amount not later than 3:00 p.m., New York City time, on the Business Day specified in such notice by the Administrative Agent, whereupon, subject to the provisions of paragraph (c) of this Section, each Lender that so makes funds available shall be payable on the Dollar Equivalent of any and all amounts remaining unpaid by deemed to have made an ABR Loan to the Borrower under this subsection in such amount. The Administrative Agent shall remit the funds so received to the applicable Issuing Lender in accordance with the instructions provided to the Administrative Agent by such Issuing Lender (which instructions may include standing payment instructions, which may be updated from time to time by such Issuing Lender, provided that, unless the Administrative Agent shall otherwise agree, any such update shall not take effect until the Business Day immediately following the date a draft presented under any Letter of Credit on which such update is paid by provided to the Issuing Lender until payment in full (i) at the rate which would be payable on any Loans that are Base Rate Loans at such time until such payment is required to be made pursuant to subsection 3.5(aAdministrative Agent), and (ii) thereafter, at the rate which would be payable on any Loans that are Base Rate Loans at such time which were then overdue. (c) For With respect to any Unreimbursed Amount that is not fully refinanced by ABR Loans for any reason, the avoidance Borrower shall be deemed to have incurred from the applicable Issuing Lender an L/C Borrowing in the amount of doubtthe Unreimbursed Amount that is not so refinanced, subject which L/C Borrowing shall be due and payable on demand (together with interest) and shall bear interest at the default rate described in Section 2.8(c). In such event, each Lender’s payment to the provisos in Administrative Agent for the third sentence account of subsection 2.12(a) and the last sentence of subsection 3.5(aapplicable Issuing Lender pursuant to paragraph (b) of this Agreement, all payments due from the Borrower hereunder Section shall be deemed payment in respect of Foreign its participation in such L/Cs (and Reimbursement Obligations in connection therewith) shall be made in Dollars as provided in subsection 2.12 of this AgreementC Borrowing.

Reimbursement Obligation of the Borrower. (a) The Borrower agrees to reimburse the Issuing Lender on no later than the same first Business Day following each date on which the Issuing Lender notifies the Borrower of the date and amount of a draft presented under any Letter of Credit and paid by the Issuing Lender provided such notice is received by 1:00 P.M., New York City time, on such Business Day, and the next Business Day if such notice is received after such time. The Issuing Lender shall provide notice to the Borrower on each Business Day on which a draft is presented indicating the Dollar Equivalent of for the amount of (ia) such draft so paid (and, in the case of a Foreign L/C, the amount of such draft so paid stated in the applicable Alternative Currency) and (iib) any taxes, fees, charges or other costs or expenses incurred by the Issuing Lender in connection with such payment payment; provided, that such reimbursement obligation of the Borrower shall be deemed to be satisfied when the Revolving Lenders have funded Revolving Loans in the amount of such draft so paid to reimburse such Lender in accordance with the following procedures: (A) the applicable Issuing Lender shall also notify the Administrative Agent of the amount to be so reimbursed, (iB) the Borrower shall automatically be deemed to have requested a borrowing of Revolving Loans to be made as ABR Loans in the amount of such reimbursement obligation, and (iiC) collectively the Administrative Agent shall have notified each Revolving Lender of the same and the amount to be funded by such Revolving Lender, which amount with any interest accruing pursuant respect to paragraph such Revolving Lender shall equal its Revolving Percentage of such reimbursement obligation (b) below, which shall be funded by such Revolving Lender whether or not the "Reimbursement Amount"conditions to borrowing set forth in Section 5.2 are satisfied). Each such payment shall be made to the Issuing Lender at its address for notices specified herein in lawful money of the United States of America and in immediately available funds; provided, that, with respect to any Reimbursement Obligations of the Borrower arising from the presentment to the Issuing Lender of a draft under a Foreign L/C, the Borrower may make payment in the applicable Alternative Currency if such payment is received by the Issuing Lender on the date such draft is paid by the Issuing Lender. (b) . Interest shall be payable on the Dollar Equivalent of any and all amounts remaining unpaid by the Borrower under this subsection Section from the date a draft presented under any Letter of Credit is paid such amounts become payable (whether at stated maturity, by the Issuing Lender acceleration or otherwise) until payment in full at the rate set forth in (i) at until the rate which would be payable on any Loans that are Base Rate Loans at such time until such payment is required to be made pursuant to subsection 3.5(a)second Business Day following the date of the applicable drawing, Section 2.16(b) and (ii) thereafter, at the rate which would be payable on any Loans that are Base Rate Loans at such time which were then overdueSection 2.16(c). (c) For the avoidance of doubt, subject to the provisos in the third sentence of subsection 2.12(a) and the last sentence of subsection 3.5(a) of this Agreement, all payments due from the Borrower hereunder in respect of Foreign L/Cs (and Reimbursement Obligations in connection therewith) shall be made in Dollars as provided in subsection 2.12 of this Agreement.

Reimbursement Obligation of the Borrower. (a) The In order to induce the Administrative Agent to cause the Issuing Bank to issue, extend and renew each Letter of Credit for the account of the Borrower or Quaker Textile, the Borrower agrees to reimburse or pay to the Administrative Agent, for the account of the Administrative Agent and/or the Issuing Lender Bank or (as the case may be) the Lenders, with respect to each Letter of Credit issued, extended or renewed for the Borrower's or Quaker Textile's account, (a) except as otherwise expressly provided in ss.ss.4.2(b) and (c), on the same Business Day on which the Issuing Lender notifies the Borrower of the each date and amount of a that any draft presented under any such Letter of Credit and is honored by the Issuing Bank, or the Issuing Bank or the Administrative Agent otherwise makes a payment with respect thereto or the Administrative Agent makes any payment under the LC Guaranty, (i) the amount paid by the Issuing Lender provided Bank or the Administrative Agent under or with respect to such notice is received by 1:00 P.M.Letter of Credit, New York City time, on such Business Day, and the next Business Day if such notice is received after such time. The Issuing Lender shall provide notice to the Borrower on each Business Day on which a draft is presented indicating the Dollar Equivalent of the amount of (i) such draft so paid (and, in the case of a Foreign L/C, the amount of such draft so paid stated in the applicable Alternative Currency) and (ii) the amount of any taxes, fees, charges or other costs or and expenses whatsoever incurred by the Issuing Bank or Administrative Agent or any Lender in connection with such any payment ((i) and (ii) collectively with any interest accruing pursuant to paragraph (b) below, the "Reimbursement Amount"). Each such payment shall be made to the Issuing Lender at its address for notices specified herein in lawful money of the United States of America and in immediately available funds; provided, that, with respect to any Reimbursement Obligations of the Borrower arising from the presentment to the Issuing Lender of a draft under a Foreign L/C, the Borrower may make payment in the applicable Alternative Currency if such payment is received by the Issuing Bank, Administrative Agent or any Lender on under, or with respect to, such Letter of Credit; PROVIDED that, subject to the date such draft is paid by the Issuing Lender. (b) Interest shall be payable on the Dollar Equivalent conditions to borrowing set forth herein, payment of any and all amounts remaining unpaid each Reimbursement Obligation by the Borrower under this subsection from ss.4.2(a) shall be made through the date automatic funding of a draft presented under Revolving Loan bearing interest at the Base Rate applicable to Revolving Loans in an amount equal to the amount of such Reimbursement Obligation, and the Borrower hereby irrevocably authorizes and directs the Administrative Agent and Issuing Bank to take such actions as may be necessary to effectuate such automatic funding of any Letter such Base Rate Loans; (b) upon the reduction (but not termination) of Credit is paid the Total Commitment to an amount less than the Maximum Drawing Amount, an amount equal to such difference, which amount shall be held by the Issuing Lender until payment in full (i) at Administrative Agent for the rate which would be payable on any Loans that are Base Rate Loans at such time until such payment is required to be made pursuant to subsection 3.5(a)benefit of the Lenders and the Administrative Agent as cash collateral for all Reimbursement Obligations, and (ii) thereafter, at the rate which would be payable on any Loans that are Base Rate Loans at such time which were then overdue.and (c) For upon the avoidance termination of doubtthe Total Commitment, subject or the acceleration of the Reimbursement Obligations with respect to all Letters of Credit issued for the account of the Borrower or Quaker Textile in accordance with ss.12, an amount equal to the provisos in then Maximum Drawing Amount on all Letters of Credit issued for the third sentence account of subsection 2.12(a) the Borrower or Quaker Textile, which amount shall be held by the Administrative Agent for the benefit of the Lenders and the last sentence of subsection 3.5(a) of this Agreement, Administrative Agent as cash collateral for all payments due from the Borrower hereunder in respect of Foreign L/Cs (and Reimbursement Obligations in connection therewith) shall be made in Dollars as provided in subsection 2.12 of this AgreementObligations.

Reimbursement Obligation of the Borrower. (a) The Borrower Each Account Party agrees to reimburse the each Issuing Lender Bank on the same Business Day each date on which the such Issuing Lender Bank notifies the Borrower such Account Party of the date and amount of a draft presented under any Letter of Credit issued by such Issuing Bank for the account of or at the request of such Account Party and paid by the such Issuing Lender provided such notice is received by 1:00 P.M., New York City time, on such Business Day, and the next Business Day if such notice is received after such time. The Issuing Lender shall provide notice to the Borrower on each Business Day on which a draft is presented indicating the Dollar Equivalent of Bank for the amount of (i) such draft so paid (and, in the case of a Foreign L/C, the amount of such draft so paid stated in the applicable Alternative Currency) and (ii) any taxes, fees, charges or other costs or expenses incurred by the such Issuing Lender Bank in connection with such payment ((i) and (ii) collectively with any interest accruing pursuant to paragraph (b) below, the "Reimbursement Amount")payment. Each such payment shall be made to the such Issuing Lender Bank at its address for notices specified herein in lawful money Dollars (or, in the case of any Letter of Credit which is denominated in an Alternative US/UK Currency, in the United States applicable US/UK Alternative Currency in which such Letter of America Credit is denominated) and in immediately available funds; provided, that, with respect to any Reimbursement Obligations of the Borrower arising from the presentment to the Issuing Lender of a draft under a Foreign L/C, the Borrower may make payment in the applicable Alternative Currency if such payment is received by the Issuing Lender on the date such draft is paid by the Issuing Lender. (b) Interest shall be payable on the Dollar Equivalent of any and all amounts remaining unpaid by the Borrower applicable Account Party under this subsection 3.5 from the date a draft presented under any Letter of Credit is paid such amounts become payable (whether at stated maturity, by the Issuing Lender acceleration or otherwise) until payment in full (i) at the rate which would be payable on any outstanding ABR Loans that which were then overdue (or, in the case of Letters of Credit which are Base Rate Loans at such time until such payment is required to be made pursuant to subsection 3.5(a), and (ii) thereafterdenominated in Alternative US/UK Currencies, at a rate equal to the rate which would be payable on any Loans that are Base Rate Loans at such time which were is reasonably determined by the relevant Issuing Bank to reflect its cost of funding in the relevant US/UK Alternative Currency plus 2% above the Applicable Margin then overduein effect with respect to ABR Loans). (c) For Each L/C Disbursement shall (unless it is reimbursed by the avoidance applicable Account Party on the date of doubt, subject drawing) constitute a request by such Account Party to the provisos General Administrative Agent for a US/UK Borrowing pursuant to subsection 2.2 of ABR Loans in the third sentence amount of subsection 2.12(a) and the last sentence of subsection 3.5(a) of this Agreement, all payments due from the Borrower hereunder in respect of Foreign such L/Cs C Disbursement (and Reimbursement Obligations or, in connection therewith) the case of an L/C Disbursement denominated in a US/UK Alternative Currency, for an ABR Borrowing in the amount which is reasonably determined by the General Administrative Agent to be the Dollar Equivalent of the amount of such L/C Disbursement). The borrowing date with respect to such Borrowing shall be made in Dollars as provided in subsection 2.12 the date of this Agreementsuch L/C Disbursement.

Reimbursement Obligation of the Borrower. In order to induce (i) LaSalle to issue, extend and renew each Letter of Credit, (ii) Fleet to continue to front the Fleet Letters of Credit, and (iii) the Banks to participate therein, the Borrower hereby agrees to reimburse or pay to the Administrative Agent, for the account of the Banks or each Issuing Bank for the account of such Issuing Bank (as the case may be), with respect to each Letter of Credit issued, extended or renewed by any Issuing Bank hereunder, (a) The Borrower agrees to reimburse the Issuing Lender except as otherwise expressly provided in Section 3.2(b) and (c), on the same Business Day on which the Issuing Lender notifies the Borrower of the each date and amount of a that any draft presented under any such Letter of Credit and is honored an Issuing Bank, or an Issuing Bank otherwise makes a payment with respect thereto, (i) the amount paid by the Issuing Lender provided Bank under or with respect to such notice is received by 1:00 P.M.Letter of Credit, New York City time, on such Business Day, and the next Business Day if such notice is received after such time. The Issuing Lender shall provide notice to the Borrower on each Business Day on which a draft is presented indicating the Dollar Equivalent of the amount of (i) such draft so paid (and, in the case of a Foreign L/C, the amount of such draft so paid stated in the applicable Alternative Currency) and (ii) the amount of any taxes, fees, charges or other costs or and expenses whatsoever incurred by the Issuing Lender Bank or any Bank in connection with any payment made by the Issuing Bank or any Bank under, or with respect to, such payment ((i) and (ii) collectively with any interest accruing pursuant to paragraph Letter of Credit, (b) belowupon the reduction (but not termination) of the Total Revolver Commitment to an amount less than the Maximum Drawing Amount, an amount equal to such difference, which amount shall be held by the "Administrative Agent for the benefit of the Banks and the Administrative Agent as cash collateral for all Reimbursement Amount")Obligations, and (c) upon the termination of the Total Revolver Commitment, or the acceleration of the Reimbursement Obligations with respect to all Letters of Credit in accordance with Section 13, an amount equal to the then Maximum Drawing Amount on all Letters of Credit, which amount shall be held by Administrative Agent as cash collateral for all Reimbursement Obligations. Each such payment shall be made to the Issuing Lender Administrative Agent at its address for notices specified herein in lawful money of the United States of America and Administrative Agent's Head Office in immediately available funds; provided, that, with respect to any Reimbursement Obligations of the Borrower arising from the presentment to the Issuing Lender of a draft under a Foreign L/C, the Borrower may make payment in the applicable Alternative Currency if such payment is received by the Issuing Lender . Interest on the date such draft is paid by the Issuing Lender. (b) Interest shall be payable on the Dollar Equivalent of any and all amounts remaining unpaid by the Borrower under this subsection Section 3.2 at any time from the date a draft presented under any Letter of Credit is paid such amounts become due and payable (whether as stated in this Section 3.2, by the Issuing Lender acceleration or otherwise) until payment in full (iwhether before or after judgment) shall be payable on demand at the rate which would be payable specified in Section 5.21 for overdue principal on any Loans that are Base Rate Loans at such time until such payment is required to be made pursuant to subsection 3.5(a), and (ii) thereafter, at the rate which would be payable on any Loans that are Base Rate Loans at such time which were then overdueRevolving Credit Loans. (c) For the avoidance of doubt, subject to the provisos in the third sentence of subsection 2.12(a) and the last sentence of subsection 3.5(a) of this Agreement, all payments due from the Borrower hereunder in respect of Foreign L/Cs (and Reimbursement Obligations in connection therewith) shall be made in Dollars as provided in subsection 2.12 of this Agreement.

Reimbursement Obligation of the Borrower. If demand of payment (awhich may include a draft) is made under any Letter of Credit, the Issuing Lender will notify the Borrower and the Agent of the date and the amount thereof and the Agent, will likewise notify the other Revolving Lenders. The Borrower agrees to reimburse the Issuing Lender for the benefit of the Revolving Lenders, on the same Business Day each date on which the Issuing Lender notifies the Borrower pays an amount pursuant to such a demand of the date and amount of a draft presented payment under any Letter of Credit and paid by the Issuing Lender provided such notice is received by 1:00 P.M., New York City time, on such Business Day, and the next Business Day if such notice is received after such time. The Issuing Lender shall provide notice to the Borrower on each Business Day on which a draft is presented indicating the Dollar Equivalent of for the amount of (ia) such draft amount so paid (andpaid, in the case of a Foreign L/C, the amount of such draft so paid stated in the applicable Alternative Currency) and (iib) any taxesTaxes, fees, charges or other costs or expenses reasonably incurred by the Issuing Lender in connection with such payment, failing which the payment ((i) and (ii) collectively with any interest accruing pursuant to paragraph (b) by the Issuing Lender of such drawing on such Letter of Credit shall constitute the making of a Canadian Prime Rate Loan or a U.S. Base Rate Loan as provided below, the "Reimbursement Amount"). Each such payment shall will be made to the Issuing Lender at its address for notices specified herein in lawful money of the United States of America same currency as the amount paid by the Issuing Lender and in immediately available funds; provided. If the Borrower does not make any payment required by the preceding sentence from the proceeds of Advances obtained hereunder or otherwise, thatthe Agent will, without receipt of a Notice of Drawdown and irrespective of whether any other applicable conditions precedent specified herein have been satisfied, make a Canadian Prime Rate Loan where the currency of such required payment is Canadian Dollars, or a U.S. Base Rate Loan where the currency of such required payment is in U.S. Dollars, to the Borrower in the aggregate amount of such required payment, and will forthwith give notice thereof to the Borrower and the Revolving Lenders. The Borrower agrees to accept each such Advance and hereby irrevocably authorizes and directs the Agent and the Revolving Lenders to apply the proceeds thereof in payment of the liability of the Borrower with respect to any Reimbursement Obligations of the Borrower arising from the presentment to the Issuing Lender of a draft under a Foreign L/C, the Borrower may make payment in the applicable Alternative Currency if such payment is received by the Issuing Lender on the date such draft is paid by the Issuing Lenderrequired payment. (b) Interest shall be payable on the Dollar Equivalent of any and all amounts remaining unpaid by the Borrower under this subsection from the date a draft presented under any Letter of Credit is paid by the Issuing Lender until payment in full (i) at the rate which would be payable on any Loans that are Base Rate Loans at such time until such payment is required to be made pursuant to subsection 3.5(a), and (ii) thereafter, at the rate which would be payable on any Loans that are Base Rate Loans at such time which were then overdue. (c) For the avoidance of doubt, subject to the provisos in the third sentence of subsection 2.12(a) and the last sentence of subsection 3.5(a) of this Agreement, all payments due from the Borrower hereunder in respect of Foreign L/Cs (and Reimbursement Obligations in connection therewith) shall be made in Dollars as provided in subsection 2.12 of this Agreement.

Reimbursement Obligation of the Borrower. (a) The Borrower agrees to reimburse the each Issuing Lender on the same Business Day on which the each date such Issuing Lender or the Administrative Agent notifies the Borrower of the date and amount of a draft presented paid under any Letter of Credit and paid requested by the Issuing Lender provided such notice is received by 1:00 P.M., New York City time, on such Business Day, and the next Business Day if such notice is received after such time. The Issuing Lender shall provide notice to the Borrower on each Business Day on which a draft is presented indicating the Dollar Equivalent of for the amount of (i) such draft so paid (and, in the case of a Foreign L/C, the amount of such draft so paid stated in the applicable Alternative Currency) and (ii) any taxes, fees, charges or other costs or expenses incurred by the any Issuing Lender in connection with such payment ((i) and (ii) collectively with any interest accruing pursuant to paragraph (b) below, the "Reimbursement Amount")payment. Each such payment shall be made to the appropriate Issuing Lender at its address for notices specified herein in lawful money the currency in which such Letter of the United States of America and in immediately available funds; provided, Credit is denominated (except that, with respect to any Reimbursement Obligations of the Borrower arising from the presentment to the Issuing Lender of a draft under a Foreign L/C, the Borrower may make payment in the applicable Alternative Currency if case of any Letter of Credit denominated in any Optional Currency, in the event that such payment is received by not made to the Issuing Lender on the date such draft is paid of receipt by the Issuing Lender. (bBorrower of such notice, such payment shall be made in Dollars, in an amount equal to the Dollar Equivalent of the amount of such payment) and in immediately available funds. Interest shall be payable on the Dollar Equivalent of any and all amounts remaining unpaid by the Borrower under this subsection Article III from the date a draft presented under any Letter of Credit is paid such amounts become payable (whether at stated maturity, by the Issuing Lender acceleration or otherwise) until payment in full (i) at the rate which would be payable on any Loans that are outstanding Alternate Base Rate Loans at such time until such payment is required to be made pursuant to subsection 3.5(a), and (ii) thereafter, at the rate which would be payable on any Loans that are Base Rate Loans at such time which were then overdue. (c) For . If the avoidance Borrower fails to timely reimburse such Issuing Lender on the date the Borrower receives the notice referred to in this Section 3.5, the Borrower shall be deemed to have timely given a Notice of doubt, subject Borrowing pursuant to Section 2.2 hereunder to the provisos Administrative Agent requesting the Lenders to make a Alternate Base Rate Loan under the Revolving A Credit Facility or the Revolving B Credit Facility, as applicable, on such date in an amount equal to the third sentence Dollar Equivalent of subsection 2.12(a) the amount of such draft paid, together with any taxes, fees, charges or other costs or expenses incurred by any Issuing Lender and to be reimbursed pursuant to this Section 3.5 and, regardless of whether or not the last sentence conditions precedent specified in Article V have been satisfied, the applicable Lenders shall make Alternate Base Rate Loans in such amount, the proceeds of subsection 3.5(a) which shall be applied to reimburse such Issuing Lender for the amount of this Agreement, all payments due from the related drawing and costs and expenses. Any conversion by the Issuing Lender of any payment to be made by the Borrower hereunder in respect of Foreign L/Cs any Letter of Credit denominated in any Optional Currency into Dollars in accordance with this Section 3.5 (and Reimbursement Obligations using the conversion mechanism set forth in connection therewiththe definition of Dollar Equivalent) shall be made conclusive and binding upon the Borrower and the Lenders in Dollars the absence of manifest error; provided that upon the request of any Lender, the Issuing Lender shall provide to such Lender a certificate including reasonably detailed information as provided to the calculation of such conversion. Notwithstanding the foregoing, nothing in subsection 2.12 this Section 3.5 shall obligate the Lenders to make such Alternate Base Rate Loans if the making of this Agreementsuch Alternate Base Rate Loans would violate the automatic stay under federal bankruptcy laws.

Reimbursement Obligation of the Borrower. (a) The In the event of any drawing under any Letter of Credit, the Borrower agrees to reimburse (either with the proceeds of a Revolving Loan as provided for in this Section 2.03 or with funds from other sources), in Same Day Funds, the applicable Issuing Lender on the same first Business Day after the date on which the such Issuing Lender notifies the Borrower of the date and amount of a draft presented paid by it under any Letter of Credit for the amount of (i) such draft so paid and paid (ii) any amounts referred to in ‎Section 2.03(d)(iii) incurred by the such Issuing Lender provided in connection with such payment. In the case of a Letter of Credit denominated in a Foreign Currency or Additional L/C Currency, the Borrower shall reimburse the applicable Issuing Lender in such Foreign Currency or Additional L/C Currency, as applicable, unless (A) the applicable Issuing Lender (at its option) shall have specified in such notice is received by 1:00 P.M.that it will require reimbursement in Dollars, New York City timeor (B) in the absence of any such requirement for reimbursement in Dollars, on such Business Day, and the next Business Day if such notice is received after such time. The Borrower shall have notified the applicable Issuing Lender shall provide promptly following receipt of the notice to of drawing that the Borrower on each Business Day on which will reimburse the applicable Issuing Lender in Dollars. In the case of any such reimbursement in Dollars of a draft is presented indicating drawing under a Letter of Credit denominated in a Foreign Currency or Additional L/C Currency, the applicable Issuing Lender (through the Administrative Agent) shall notify the Borrower of the Dollar Equivalent of the amount of the drawing promptly following the determination thereof. Unless the Borrower shall promptly (and in any event not later than 11:00 a.m. (New York time) in the case of any Letter of Credit to be reimbursed in Dollars or the Applicable Time in the case of any Letter of Credit to be reimbursed in a Foreign Currency or Additional L/C Currency on the applicable repayment date) notify such Issuing Lender (and the Administrative Agent) that the Borrower intends to reimburse such Issuing Lender for such drawing from other sources or funds, the Borrower shall be deemed to have timely given a Borrowing Notice to the Administrative Agent requesting that the Lenders make a Revolving Loan as a Base Rate Loan on the applicable repayment date in the amount of (i) such draft so paid (andor, in the case of a Letter of Credit denominated in a Foreign Currency or Additional L/CC Currency, the Dollar Equivalent of the amount of such draft so paid stated in the applicable Alternative Currencypaid) and (ii) any taxes, fees, charges or other costs or expenses amounts referred to in ‎Section 2.03(d)(iii) incurred by the such Issuing Lender in connection with such payment payment, and the Lenders shall make a Revolving Loan as a Base Rate Loan in such amount on such first Business Day after the date of the notice from the applicable Issuing Lender ((ithrough the Administrative Agent) and (ii) collectively with any interest accruing pursuant to paragraph (b) belowthe Borrower referred to in the first sentence of this Section 2.03(f), the "Reimbursement Amount")proceeds of which shall be applied to reimburse such Issuing Lender for the amount of the related drawing and such fees and expenses. Each Lender acknowledges and agrees that its obligation to fund a Revolving Loan in accordance with this Section 2.03 to reimburse such payment shall be made to the Issuing Lender at its address for notices specified herein in lawful money of the United States of America and in immediately available funds; provided, that, with respect to any Reimbursement Obligations of the Borrower arising from the presentment to the Issuing Lender of a draft paid under a Foreign L/C, the Borrower may make payment in the applicable Alternative Currency if such payment is received by the Issuing Lender on the date such draft is paid by the Issuing Lender. (b) Interest shall be payable on the Dollar Equivalent of any and all amounts remaining unpaid by the Borrower under this subsection from the date a draft presented under any Letter of Credit issued by it is paid absolute and unconditional and shall not be affected by any circumstance whatsoever, including, without limitation, non-satisfaction of the conditions set forth in this Section 2.03 or Section 4.03. If the Borrower has elected to pay the amount of such drawing with funds from other sources and shall fail to reimburse such Issuing Lender until payment in full (i) as provided above, the unreimbursed amount of such drawing shall bear interest at the rate which would be payable on any Loans that are outstanding Base Rate Loans at such time until such payment is required to be made pursuant to subsection 3.5(a), and (ii) thereafter, at the rate which would be payable on any Loans that are Base Rate Loans at such time which were then overdue. overdue from the date such amounts become payable (cwhether at stated maturity, by acceleration or otherwise) For until payment in full. In the avoidance event that (x) a drawing of doubta Letter of Credit denominated in a Foreign Currency or Additional L/C Currency is to be reimbursed in Dollars pursuant to clause (B) of the second sentence of this subclause (f) and (y) the Dollar amount paid by the Borrower, subject whether on or after the applicable repayment date, shall not be adequate on the date of that payment to purchase in accordance with normal banking procedures a sum denominated in the Foreign Currency or Additional L/C Currency equal to the provisos drawing, the Borrower agrees, as a separate and independent obligation, to indemnify the applicable Issuing Lender for the loss resulting from its inability on that date to purchase the Foreign Currency or Additional L/C Currency in the third sentence full amount of subsection 2.12(a) and the last sentence of subsection 3.5(a) of this Agreement, all payments due from the Borrower hereunder in respect of Foreign L/Cs (and Reimbursement Obligations in connection therewith) shall be made in Dollars as provided in subsection 2.12 of this Agreementdrawing.

Reimbursement Obligation of the Borrower. (a) The In the event of any drawing under any Letter of Credit, the Borrower agrees to reimburse (either with the proceeds of a Revolving Loan as provided for in this Section 2.03 or with funds from other sources), in Same Day Funds, the applicable Issuing Lender on the same first Business Day after the date on which the such Issuing Lender notifies the Borrower of the date and amount of a draft presented paid by it under any Letter of Credit for the amount of (i) such draft so paid and paid (ii) any amounts referred to in ‎Section 2.03(d)(iii) incurred by the such Issuing Lender provided in connection with such payment. In the case of a Letter of Credit denominated in a Foreign Currency or Additional L/C Currency, the Borrower shall reimburse the applicable Issuing Lender in such Foreign Currency or Additional L/C Currency, as applicable, unless (A) the applicable Issuing Lender (at its option) shall have specified in such notice is received by 1:00 P.M.that it will require reimbursement in Dollars, New York City timeor (B) in the absence of any such requirement for reimbursement in Dollars, on such Business Day, and the next Business Day if such notice is received after such time. The Borrower shall have notified the applicable Issuing Lender shall provide promptly following receipt of the notice to of drawing that the Borrower on each Business Day on which will reimburse the applicable Issuing Lender in Dollars. In the case of any such reimbursement in Dollars of a draft is presented indicating drawing under a Letter of Credit denominated in a Foreign Currency or Additional L/C Currency, the applicable Issuing Lender (through the Administrative Agent) shall notify the Borrower of the Dollar Equivalent of the amount of the drawing promptly following the determination thereof. Unless the Borrower shall promptly (and in any event not later than 11:00 a.m. (New York time) in the case of any Letter of Credit to be reimbursed in Dollars or the Applicable Time in the case of any Letter of Credit to be reimbursed in a Foreign Currency or Additional L/C Currency on the applicable repayment date) notify such Issuing Lender (and the Administrative Agent) that the Borrower intends to reimburse such Issuing Lender for such drawing from other sources or funds, the Borrower shall be deemed to have timely given a Borrowing Notice to the Administrative Agent requesting that the Revolving Lenders make a Revolving Loan as a Base Rate Loan on the applicable repayment date in the amount of (i) such draft so paid (andor, in the case of a Letter of Credit denominated in a Foreign Currency or Additional L/CC Currency, the Dollar Equivalent of the amount of such draft so paid stated in the applicable Alternative Currencypaid) and (ii) any taxes, fees, charges or other costs or expenses amounts referred to in ‎Section 2.03(d)(iii) incurred by the such Issuing Lender in connection with such payment payment, and the Revolving Lenders shall make a Revolving Loan as a Base Rate Loan in such amount on such first Business Day after the date of the notice from the applicable Issuing Lender ((ithrough the Administrative Agent) and (ii) collectively with any interest accruing pursuant to paragraph (b) belowthe Borrower referred to in the first sentence of this Section 2.03(f), the "Reimbursement Amount")proceeds of which shall be applied to reimburse such Issuing Lender for the amount of the related drawing and such fees and expenses. Each Revolving Lender acknowledges and agrees that its obligation to fund a Revolving Loan in accordance with this Section 2.03 to reimburse such payment shall be made to the Issuing Lender at its address for notices specified herein in lawful money of the United States of America and in immediately available funds; provided, that, with respect to any Reimbursement Obligations of the Borrower arising from the presentment to the Issuing Lender of a draft paid under a Foreign L/C, the Borrower may make payment in the applicable Alternative Currency if such payment is received by the Issuing Lender on the date such draft is paid by the Issuing Lender. (b) Interest shall be payable on the Dollar Equivalent of any and all amounts remaining unpaid by the Borrower under this subsection from the date a draft presented under any Letter of Credit issued by it is paid absolute and unconditional and shall not be affected by any circumstance whatsoever, including, without limitation, non-satisfaction of the conditions set forth in this Section 2.03 or Section 4.03. If the Borrower has elected to pay the amount of such drawing with funds from other sources and shall fail to reimburse such Issuing Lender until payment in full (i) as provided above, the unreimbursed amount of such drawing shall bear interest at the rate which would be payable on any Loans that are outstanding Base Rate Loans at such time until such payment is required to be made pursuant to subsection 3.5(a), and (ii) thereafter, at the rate which would be payable on any Loans that are Base Rate Loans at such time which were then overdue. overdue from the date such amounts become payable (cwhether at stated maturity, by acceleration or otherwise) For until payment in full. In the avoidance event that (x) a drawing of doubta Letter of Credit denominated in a Foreign Currency or Additional L/C Currency is to be reimbursed in Dollars pursuant to clause (B) of the second sentence of this subclause (f) and (y) the Dollar amount paid by the Borrower, subject whether on or after the applicable repayment date, shall not be adequate on the date of that payment to purchase in accordance with normal banking procedures a sum denominated in the Foreign Currency or Additional L/C Currency equal to the provisos drawing, the Borrower agrees, as a separate and independent obligation, to indemnify the applicable Issuing Lender for the loss resulting from its inability on that date to purchase the Foreign Currency or Additional L/C Currency in the third sentence full amount of subsection 2.12(a) and the last sentence of subsection 3.5(a) of this Agreement, all payments due from the Borrower hereunder in respect of Foreign L/Cs (and Reimbursement Obligations in connection therewith) shall be made in Dollars as provided in subsection 2.12 of this Agreementdrawing.

Reimbursement Obligation of the Borrower. (a) The Borrower ----------------------------------------- agrees to reimburse the Issuing Lender on the same Business Day each date on which the Issuing Lender notifies the Borrower of the date and amount of a draft presented paid under any Letter of Credit and paid by the Issuing Lender provided such notice is received by 1:00 P.M., New York City time, on such Business Day, and the next Business Day if such notice is received after such time. The Issuing Lender shall provide notice to the Borrower on each Business Day on which a draft is presented indicating the Dollar Equivalent of for the amount of (ia) such draft so paid (and, in the case of a Foreign L/C, the amount of such draft so paid stated in the applicable Alternative Currency) and (iib) any taxes, fees, charges or other costs or expenses incurred by the Issuing Lender in connection with such payment ((i) and (ii) collectively with any interest accruing pursuant to paragraph (b) below, the "Reimbursement Amount")payment. Each such payment shall be made to the Issuing Lender at its address for notices specified herein in lawful money of the United States of America and in immediately available funds; provided, that, with respect to any Reimbursement Obligations of the Borrower arising from the presentment to the Issuing Lender of a draft under a Foreign L/C, the Borrower may make payment in the applicable Alternative Currency if such payment is received by the Issuing Lender on the date such draft is paid by the Issuing Lender. (b) . Interest shall be payable on the Dollar Equivalent of any and all amounts remaining unpaid by the Borrower under this subsection Article III from the date a draft presented under any Letter of Credit is paid such amounts become payable (whether at stated maturity, by the Issuing Lender acceleration or otherwise) until payment in full (iincluding without limitation as a result of the extension of a Base Rate Loan pursuant to the following sentence) at the rate which would be payable on any Loans that are outstanding Base Rate Loans at such time until such payment is required to be made pursuant to subsection 3.5(a), and (ii) thereafter, at the rate which would be payable on any Loans that are Base Rate Loans at such time which were then overdue. (c) For . If the avoidance Borrower fails to timely reimburse the Issuing Lender on the date the Borrower receives the notice referred to in this Section 3.5, the Borrower shall be deemed to have timely given a Notice of doubtBorrowing hereunder to the Agent requesting the Lenders to make a Base Rate Loan on such date in an amount equal to the amount of such drawing and, subject to the provisos satisfaction or waiver of the conditions precedent specified in Article V, the third sentence Lenders shall make Base Rate Loans in such amount, the proceeds of subsection 2.12(a) and the last sentence of subsection 3.5(a) of this Agreement, all payments due from the Borrower hereunder in respect of Foreign L/Cs (and Reimbursement Obligations in connection therewith) which shall be made in Dollars as provided in subsection 2.12 applied to reimburse the Issuing Lender for the amount of this Agreementthe related drawing and costs and expenses.