Common use of Reimbursement Obligation of the Borrower Clause in Contracts

Reimbursement Obligation of the Borrower. The Borrower agrees, in accordance with the terms of the provisions of this Section, to reimburse (a) in the case of any Letter of Credit issued by an Issuing Lender which is a Lender, such Issuing Lender for the amount of (i) such draft so paid and (ii) any taxes, fees, charges or other costs or expenses incurred by the Issuing Lender in connection with such payment and (b) in the case of any Letter of Credit issued by an Issuing Lender which is not a Lender, the Administrative Agent for the amount of any payment made by the Administrative Agent in respect of any drawing under any such Letter of Credit. Each such payment shall be made to the relevant Issuing Lender or the Administrative Agent, as the case may be, at its address for notices specified herein in lawful money of the United States of America and in immediately available funds. If any draft shall be presented for payment under any Letter of Credit, (a) in the case of any Letter of Credit issued by an Issuing Lender which is a Lender, such Issuing Lender shall promptly notify the Borrower of the date and amount thereof and (b) in the case of any Letter of Credit issued by an Issuing Lender which is not a Lender, the Administrative Agent shall promptly notify the Borrower of the date and amount thereof. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower prior to 12:00 Noon, New York City time, on any Business Day, of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the next Business Day. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower after 12:00 Noon, New York City time, on any Business Day of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the second succeeding Business Day. Interest shall be payable on any and all amounts remaining unpaid by the Borrower under this Section from the date of the related drawing until payment in full at the rate set forth in (i) until the second Business Day following the date of such drawing, Section 2.15(b) and (ii) thereafter, Section 2.15(c). Each drawing under any Letter of Credit shall (unless an event of the type described in clause (i) or (ii) of Section 8(f) shall have occurred and be continuing with respect to the Borrower, in which 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 (or, at the option of the Administrative Agent and the Swing Line Lender in their sole discretion, a borrowing pursuant to Section 2.7 of Swing Line Loans) in the amount of such drawing. The Borrowing Date with respect to such borrowing shall be the date of such drawing.

Reimbursement Obligation of the Borrower. The Issuing Lender shall notify the Borrower agrees, in accordance with the terms of the provisions of this Section, to reimburse (a) in date and amount paid by the case of Issuing Lender under any Letter of Credit issued by an Issuing Lender which is a Lender, such Credit. The Borrower agrees to reimburse the Issuing Lender for the amount of (ia) such draft so paid and (iib) any taxes, fees, charges or other costs or expenses (other than taxes or similar amounts) incurred by the Issuing Lender in connection with such payment and (b) in on the case of any Letter of Credit issued by an Issuing Lender next Business Day following the date on which is not a Lender, the Administrative Agent for the amount of any payment made by the Administrative Agent in respect of any drawing under any Borrower receives such Letter of Creditnotice. Each such payment shall be made to the relevant Issuing Lender or the Administrative Agent, as the case may be, at its address for notices specified referred to herein in lawful money of the United States of America Dollars and in immediately available funds. If any draft shall be presented for payment under any Letter of Credit, funds (a) in the case of it being agreed that with respect to any Letter of Credit issued by an Issuing Lender which is in a Lendercurrency other than Dollars, such Issuing Lender payment shall promptly notify be made in the Borrower Dollar Amount of the date and amount thereof and (b) in the case of any Letter of Credit issued by an Issuing Lender which is not a Lender, the Administrative Agent shall promptly notify the Borrower of the date and amount thereof. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower prior to 12:00 Noon, New York City time, on any Business Day, of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the next Business Day. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower after 12:00 Noon, New York City time, on any Business Day of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the second succeeding Business Dayapplicable amount). Interest shall be payable on any and all such amounts remaining unpaid by the Borrower under this Section from the date of on which the related drawing relevant draft is paid until payment in full at the rate set forth in (i) until the second Business Day following next succeeding the date of such drawingthe relevant notice, Section 2.15(b4.5(b) and (ii) thereafter, Section 2.15(c4.5(c). Each drawing under any Letter of Credit shall (unless an event of the type described in clause (i) or (ii) of Section 8(f9.1(f) shall have occurred and be continuing with respect to the Borrower, in which case the procedures specified in Section 3.4 3.10 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 3.2 of Base Rate Loans (or, at the option of the Administrative Agent and the Swing Line Swingline Lender in their sole discretion, a borrowing pursuant to Section 2.7 3.4 of Swing Line Swingline Loans) in the amount of such drawing. The Borrowing Date with respect to such borrowing shall be the first date on which a borrowing of Revolving Loans (or, if applicable, Swingline Loans) could be made, pursuant to Section 3.2 (or, if applicable, Section 3.4), if the Administrative Agent had received a notice of such drawingborrowing at the time the Administrative Agent receives notice from the Issuing Lender of such drawing under such Letter of Credit.

Reimbursement Obligation of the Borrower. (a) The Borrower agrees, agrees to reimburse the Issuing Lender in accordance with this Section upon notification to the terms Borrower of the provisions date and amount of this Section, to reimburse (a) in the case of a draft presented under any Letter of Credit issued and paid by an Issuing Lender which is a Lender, such the Issuing Lender for the amount of (i) such draft so paid (an “LC Disbursement”) and (ii) any taxes, fees, charges or other reasonable costs or expenses incurred by the Issuing Lender in connection with such payment and payment. (b) If the Borrower is notified as provided in the immediately preceding sentence by 2:00 P.M., New York City time, on any day, 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. (c) Each drawing under a Letter of Credit shall (unless an event of the type described in Section 8(f) shall have occurred and be continuing with respect to the Borrower, in which case the procedures set forth in Section 3.4 for the funding of participations shall apply, and other than an LC Disbursement in respect of an Alternative Currency Letter of Credit) constitute a request by the Borrower to the Administrative Agent for a borrowing, in the amount of such drawing of ABR Revolving Loans pursuant to Section 2.5 (or, at the option of the Administrative Agent and the Swingline Lender in their sole discretion, a borrowing of Swingline Loans pursuant to Section 2.6). The Borrowing Date with respect to any such borrowing shall be the first date on which a borrowing of Revolving Loans (or, if applicable, Swingline Loans) could be made pursuant to Section 2.5 (or, if applicable, Section 2.7) if the Administrative Agent had received a notice of such borrowing at the time of such drawing under such Letter of Credit. (d) Each payment under this Section 3.5 shall be made to the Issuing Lender at its address for notices specified herein in immediately available funds in (i) in the case of any Letter of Credit issued by an Issuing Lender which is not a Lender, the Administrative Agent for the amount of any payment made by the Administrative Agent in respect of any drawing under any such Letter of Credit. Each such payment shall be made to the relevant Issuing Lender or the Administrative Agent, as the case may be, at its address for notices specified herein in lawful money of the United States of America and in immediately available funds. If any draft shall be presented for payment under any an Alternative Currency Letter of Credit, Dollars, and (aii) in the case of any Letter of Credit issued by an Issuing Lender which is a Lender, such Issuing Lender shall promptly notify the Borrower of the date and amount thereof and (b) in the case of any Letter of Credit issued by an Issuing Lender which is not a Lender, the Administrative Agent shall promptly notify the Borrower of the date and amount thereof. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower prior to 12:00 Noon, New York City time, on any Business Day, of any drawing under any Alternative Currency Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the next Business Day. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower after 12:00 Noon, New York City time, on any Business Day of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the second succeeding Business DayAlternative Currency. Interest shall be payable on any and all amounts remaining unpaid by the Borrower under this Section from the date of the related drawing such amounts become payable (whether at stated maturity, by acceleration or otherwise) until payment in full full, at the rate set forth in (i) until the second Business Day following the date of such payment of the applicable drawing, Section 2.15(b2.14(b) and (ii) thereafter, Section 2.15(c2.14(c), in each case payable on demand. Each drawing under If the Borrower’s reimbursement of, or obligation to reimburse, any Letter of Credit shall (unless an event of amounts in any Alternative Currency would subject the type described Administrative Agent, the Issuing Lender or any Revolving Lender to any stamp duty, ad valorem charge or similar tax that would not be payable if such reimbursement were made or required to be made in clause Dollars, the Borrower shall, at its option, either (i) pay the amount of any such tax requested by the Administrative Agent, the Issuing Lender or such Revolving Lender, as the case may be, or (ii) of Section 8(f) shall have occurred and be continuing with respect reimburse each LC Disbursement made in such Alternative Currency in Dollars, in an amount equal to the Borrower, in which case the procedures specified in Section 3.4 for funding by L/C Participants shall apply) constitute a request by Dollar Equivalent of such LC Disbursement. If the Borrower fails to reimburse the Issuing Lender for the amount of any LC Disbursement in respect of an Alternative Currency Letter of Credit, (i) automatically and with no further action required, the Borrower’s obligation to reimburse the applicable LC Disbursement shall be permanently converted into an obligation to reimburse the Dollar Equivalent of such LC Disbursement and (ii) the Administrative Agent for a borrowing pursuant to Section 2.5 of Base Rate Loans (or, at shall notify the option Issuing Lender and each Revolving Lender of the Administrative Agent applicable LC Disbursement, the Dollar Equivalent thereof, the payment then due from the Borrower in respect thereof and the Swing Line Lender in their sole discretion, a borrowing pursuant to Section 2.7 of Swing Line Loans) in the amount of such drawing. The Borrowing Date with respect to such borrowing shall be the date of such drawingLender’s Revolving Percentage thereof.

Reimbursement Obligation of the Borrower. The Borrower agrees, in accordance with the terms of the provisions of this Section, to reimburse (a) in the case of If any draft is paid under any Letter of Credit issued by an Issuing Lender which is a LenderCredit, such the Borrower shall reimburse the Issuing Lender for the amount of (ia) such the draft so paid and (iib) any taxes, fees, charges or other costs or expenses incurred by the Issuing Lender in connection with such payment and payment, not later than 12:00 noon, New York City time, on (bi) in the case Business Day that the Borrower receives notice of any Letter of Credit issued by an Issuing Lender which such draft, if such notice is received on such day prior to 10:00 A.M., New York City time, or (ii) if clause (i) above does not a Lenderapply, the Administrative Agent for Business Day immediately following the amount of any payment made by day that the Administrative Agent in respect of any drawing under any Borrower receives such Letter of Creditnotice. Each such payment shall be made to the relevant Issuing Lender or the Administrative Agent, as the case may be, at its address for notices specified referred to herein in lawful money of the United States of America Dollars and in immediately available funds. If any draft shall be presented for payment under any Letter of Credit, (a) in the case of any Letter of Credit issued by an Issuing Lender which is a Lender, such Issuing Lender shall promptly notify the Borrower of the date and amount thereof and (b) in the case of any Letter of Credit issued by an Issuing Lender which is not a Lender, the Administrative Agent shall promptly notify the Borrower of the date and amount thereof. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower prior to 12:00 Noon, New York City time, on any Business Day, of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the next Business Day. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower after 12:00 Noon, New York City time, on any Business Day of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the second succeeding Business Day. Interest shall be payable on any such amounts from and all amounts remaining unpaid by the Borrower under this Section from including the date of on which the related drawing until relevant draft is paid but excluding the date payment is made in full at the rate set forth in (i) until the second Business Day following next succeeding the date of such drawingthe relevant notice, Section 2.15(b4.5(b) and (ii) thereafter, Section 2.15(c4.5(c). Each drawing under any Letter of Credit shall (unless (x) Borrower directly reimburses the Issuing Lender in accordance with this Section 3.11 or (y) an event of the type described in clause (i) or (ii) of Section 8(f9(f) shall have occurred and be continuing with respect to the Borrower, in which case the procedures specified in Section 3.4 3.10 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 3.2 of Base Rate Loans (or, at the option of the Administrative Agent and the Swing Line Swingline Lender in their sole discretion, a borrowing pursuant to Section 2.7 3.4 of Swing Line Swingline Loans) in the amount of such drawing. The Borrowing Date with respect to such borrowing shall be the first date on which a borrowing of Revolving Loans (or, if applicable, Swingline Loans) could be made, pursuant to Section 3.2 or, if applicable, Section 3.4), if the Administrative Agent had received a notice of such drawingborrowing at the time the Administrative Agent receives notice from the Issuing Lender of such drawing under such Letter of Credit.

Reimbursement Obligation of the Borrower. The Borrower agrees, in accordance with the terms of the provisions of this Section, agrees to reimburse the Issuing Lender on (ai) in the case Business Day on which the Borrower receives notice from the Issuing Lender of any a draft drawn on a Letter of Credit issued by an the Issuing Lender which is a and paid by the Issuing Lender, if such Issuing Lender notice is received on such Business Day prior to 10:00 A.M. or (ii) if clause (i) above does not apply, the Business Day immediately following the day on which the Borrower receives such notice, for the amount of (iA) such draft so paid and (iiB) any taxes, fees, charges or other costs or expenses incurred by the Issuing Lender in connection with such payment which are obligations of the Borrower hereunder (the amounts described in the foregoing clauses (A) and (bB) in the case of any Letter of Credit issued by an Issuing Lender which is not a Lender, the Administrative Agent for the amount of any payment made by the Administrative Agent in respect of any drawing under any such Letter of Creditdrawing, collectively, the “Payment Amount”). Each such payment shall be made to the relevant Issuing Lender or the Administrative Agent, as the case may be, at its address for notices specified herein in lawful money of the United States of America and in immediately available funds. If any draft shall be presented for payment under any Letter of Credit, (a) in the case of any Letter of Credit issued by an Issuing Lender which is a Lender, such Issuing Lender shall promptly notify the Borrower of the date and amount thereof and (b) in the case of any Letter of Credit issued by an Issuing Lender which is not a Lender, the Administrative Agent shall promptly notify the Borrower of the date and amount thereof. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower prior to 12:00 Noon, New York City time, on any Business Day, of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the next Business Day. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower after 12:00 Noon, New York City time, on any Business Day of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the second succeeding Business Day. Interest shall be payable on any and all amounts remaining unpaid by the Borrower under this Section each Payment Amount from the date of the related applicable drawing until payment in full at the rate set forth in (i) until the second Business Day following the date of such the applicable drawing, Section 2.15(b2.10(b) and (ii) thereafter, Section 2.15(c2.10(c). Each drawing under any Letter of Credit shall (unless an event of the type described in clause (i) or (ii) of Section 8(f) shall have occurred and be continuing with respect to the Borrower, in which 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 2.1 of Base Rate ABR Loans (or, at the option of the Administrative Agent and the Swing Line Swingline Lender in their sole discretion, a borrowing pursuant to Section 2.7 2.3 of Swing Line Swingline Loans) in the amount of such drawing. The Borrowing Date with respect to such borrowing shall be the first date on which a borrowing of Revolving Loans (or, if applicable, Swingline Loans) could be made, pursuant to Section 2.1 (or, if applicable, Section 2.3), if the Administrative Agent had received a notice of such drawingborrowing at the time the Administrative Agent receives notice from the Issuing Lender of such drawing under such Letter of Credit.

Reimbursement Obligation of the Borrower. The Borrower agrees, in accordance with agrees to reimburse the terms Issuing Lender through the Administrative Agent on the Business Day next succeeding the Business Day on which the Issuing Lender notifies the Borrower and the Administrative Agent of the provisions date and amount of this Section, to reimburse (a) in the case of a draft presented under any Letter of Credit issued and paid by an Issuing Lender which is a Lender, such the Issuing Lender for the amount of (ia) such draft so paid and (iib) any taxes, fees, charges or other costs or expenses incurred by the Issuing Lender in connection with such payment and (b) in the case of any Letter of Credit issued by an Issuing Lender which is not a Lender, the Administrative Agent for the amount of any payment made by the Administrative Agent in respect of any drawing under any such Letter of Creditpayment. Each such payment shall be made to the relevant Issuing Lender or the Administrative Agent, as the case may be, at its address for notices specified herein in lawful money of the United States of America Dollars and in immediately available funds. If any draft shall be presented for payment under any Letter of Credit, (a) in the case of any Letter of Credit issued by an Issuing Lender which is a Lender, such Issuing Lender shall promptly notify the Borrower of the date and amount thereof and (b) in the case of any Letter of Credit issued by an Issuing Lender which is not a Lender, the Administrative Agent shall promptly notify the Borrower of the date and amount thereof. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower prior to 12:00 Noon, New York City time, on any Business Day, of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the next Business Day. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower after 12:00 Noon, New York City time, on any Business Day of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the second succeeding Business Day. Interest shall be payable on any and all such amounts remaining unpaid by the Borrower under this Section from the date of on which the related drawing relevant draft is paid until payment in full at the rate set forth in (i) until the second Business Day following next succeeding the date of such drawingthe relevant notice, Section 2.15(bsubsection 3.4(b) and (ii) thereafter, Section 2.15(csubsection 3.4(e). Each drawing under any Letter of Credit shall (unless an event of the type described in clause (i) or (ii) of Section 8(fsubsection 10(g) shall have occurred and be continuing with respect to the Borrower, in which case the procedures specified in Section 3.4 subsection 5.4 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 subsection 2.2 of Base Rate ABR Loans (or, at the option of the Administrative Agent and the Swing Line Lender in their sole discretion, a borrowing pursuant to Section 2.7 of Swing Line Loans) in the amount of such drawingdrawing (and the minimum borrowing amount in such subsection shall not apply to such borrowing). The Borrowing Date with respect to such borrowing shall be the first date on which a borrowing of Revolving Credit Loans could be made, pursuant to subsection 2.2, if the Administrative Agent had received a notice of such drawingborrowing at the time the Administrative Agent receives notice from the relevant Issuing Lender of such drawing under such Letter of Credit.

Reimbursement Obligation of the Borrower. The An Issuing Lender shall notify the Borrower agrees, in accordance with the terms of the provisions date and Dollar Amount of this Section, to reimburse (a) in the case of any L/C Disbursement under any Letter of Credit issued and paid by an such Issuing Lender which is a Lender, . The Borrower agrees to reimburse such Issuing Lender in Dollars for the Dollar Amount of (a) such L/C Disbursement so paid (or if the Issuing Lender shall so elect in its sole discretion by notice to the Borrower, in such other Agreed Currency which was paid by the Issuing Lender pursuant to such L/C Disbursement in such Agreed Currency in an amount equal to the amount of (isuch L/C Disbursement) such draft so paid and (iib) any taxes, reasonable and documented fees, charges or other costs or expenses (other than taxes or similar amounts) incurred by the such Issuing Lender in connection with such payment and (b) in on the case of any Letter of Credit issued by an Issuing Lender which is not a Lender, Business Day after the Administrative Agent for the amount of any payment made by the Administrative Agent in respect of any drawing under any Borrower receives such Letter of Creditnotice. Each such payment shall be made to the relevant such Issuing Lender or the Administrative Agent, as the case may be, at its address for notices specified referred to herein in lawful money Dollars (or if the Issuing Lender shall so elect in its sole discretion by notice to the Borrower, in such other Agreed Currency which was paid by the Issuing Lender pursuant to such L/C Disbursement in such Agreed Currency in an amount equal to the amount of the United States of America such L/C Disbursement) and in immediately available funds. If any draft shall be presented for payment under any Letter of Credit, (a) in the case of any Letter of Credit issued by an Issuing Lender which is a Lender, such Issuing Lender shall promptly notify the Borrower of the date and amount thereof and (b) in the case of any Letter of Credit issued by an Issuing Lender which is not a Lender, the Administrative Agent shall promptly notify the Borrower of the date and amount thereof. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower prior to 12:00 Noon, New York City time, on any Business Day, of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the next Business Day. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower after 12:00 Noon, New York City time, on any Business Day of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the second succeeding Business Day. Interest shall be payable on any and all amounts remaining unpaid by the Borrower under this Section from the date of the related drawing until payment in full at the rate set forth in (i) until the second Business Day following the date of such drawing, Section 2.15(b) and (ii) thereafter, Section 2.15(c). Each drawing L/C Disbursement under any Letter of Credit shall (unless an event of the type described in clause (i) or (ii) of Section 8(f9.1(f) shall have occurred and be continuing with respect to the Borrower, in which case the procedures specified in Section 3.4 3.8 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 3.2 of Base Rate ABR Loans (or, at the option of the Administrative Agent and the Swing Line Lender in their sole discretion, a borrowing pursuant to Section 2.7 of Swing Line Loans) in the amount of such drawingL/C Disbursement; provided that, if the amount of such L/C Disbursement is not less than the Dollar Amount of $1,000,000, the Borrower may, subject to the conditions to borrowing set forth herein, request in accordance with Section 3.2 or 1.5 that such payment be financed with (i) to the extent such L/C Disbursement was made in Dollars, an ABR Revolving Loan or Eurocurrency Revolving Loan in Dollars in an amount equal to such L/C Disbursement or (ii) to the extent that such L/C Disbursement was made in a Foreign Currency, a Eurocurrency Revolving Loan in such Foreign Currency in an amount equal to such L/C Disbursement, and, in each case, to the extent so financed, the Borrower’s obligation to make such payment shall be discharged and replaced by the resulting ABR Revolving Loan or Eurocurrency Revolving Loan, as applicable. The Borrowing Date with respect to such borrowing shall be the first date on which a borrowing of Revolving Loans could be made, pursuant to Section 3.2, if the Administrative Agent had received a notice of such drawingborrowing at the time the Administrative Agent receives notice from an Issuing Lender of such L/C Disbursement under such Letter of Credit. If the Borrower fails to make such payment when due, the Administrative Agent shall notify each L/C Participant of the applicable amount drawn, the payment then due from the Borrower in respect thereof and such L/C Participant’s Revolving Percentage thereof. Promptly following receipt of such notice, each L/C Participant shall pay to the Administrative Agent its Revolving Percentage of the payment then due from the Borrower, in the same manner as provided in Section 3.2 with respect to Loans made by such Lender (and Section 3.2 shall apply, mutatis mutandis, to the payment obligations of the L/C Participants), and the Administrative Agent shall promptly pay to the Issuing Lender the amounts so received by it from the L/C Participants. Promptly following receipt by the Administrative Agent of any payment from the Borrower pursuant to this Section 3.9, the Administrative Agent shall distribute such payment to the Issuing Lender or, to the extent that L/C Participants have made payments pursuant to this Section 3.9 to reimburse the Issuing Lender, then to such Lenders and the Issuing Lender as their interests may appear. Any payment made by an L/C Participant pursuant to this Section 3.9 to reimburse the Issuing Lender for any L/C Disbursement under a Letter of Credit (other than the funding of ABR Revolving Loans or Eurocurrency Loans as contemplated above) shall not constitute a Loan and shall not relieve the Borrower of its obligation to reimburse such unreimbursed amount. If the Borrower’s reimbursement of, or obligation to reimburse, any amounts in any Foreign Currency would subject the Administrative Agent, the Issuing Lender or Revolving Lender to any stamp duty, ad valorem charge or similar tax that would not be payable if such reimbursement were made or required to be made in Dollars, the Borrower shall, at its option, either (A) pay the amount of any such tax requested by the Administrative Agent, the Issuing Lender or the relevant Revolving Lender or (B) reimburse each L/C Disbursement made in such Foreign Currency in Dollars, in an amount equal to the Dollar Amount, calculated using the applicable Exchange Rates, on the date such L/C Disbursement is made, of such L/C Disbursement.

Reimbursement Obligation of the Borrower. The Borrower agrees, in accordance with agrees to reimburse each Issuing Lender on the terms Business Day following the date on which such Issuing Lender notifies the Borrower of the provisions date and amount of this Section, to reimburse (a) in the case of a draft presented under any Letter of Credit issued by an such Issuing Lender which is a Lender, at the Borrower’s request and paid by such Issuing Lender for the amount of (ia) such draft so paid 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 (a) and (b) in the case of any Letter of Credit issued by an Issuing Lender which is not a Lender, the Administrative Agent for the amount of any payment made by the Administrative Agent in respect of any drawing under any such Letter of Creditdrawing, collectively, the “Payment Amount”). Each such payment shall be made to the relevant such Issuing Lender or the Administrative Agent, as the case may be, at its address for notices specified herein in lawful money of to the United States of America Borrower and in immediately available funds. If any draft shall be presented for payment under any Letter of Credit, (a) in the case of any Letter of Credit issued by an Issuing Lender which is a Lender, such Issuing Lender shall promptly notify the Borrower of the date and amount thereof and (b) in the case of any Letter of Credit issued by an Issuing Lender which is not a Lender, the Administrative Agent shall promptly notify the Borrower of the date and amount thereof. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower prior to 12:00 Noon, New York City time, on any Business Day, of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the next Business Day. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower after 12:00 Noon, New York City time, on any Business Day of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the second succeeding Business Day. Interest shall be payable on any and all such amounts remaining unpaid by the Borrower under this Section from the date of on which the related drawing relevant draft is paid until payment in full at the a rate set forth in equal to (i) until the second Business Day following next succeeding the date of such drawingthe relevant notice, Section 2.15(b) the rate applicable to Base Rate Loans under the Revolving Facility and (ii) thereafter, the rate set forth in Section 2.15(c). Each drawing under any Letter of Credit shall (unless an event of the type described in clause (i) or (ii) of Section 8(f) shall have occurred and be continuing with respect to the Borrower, in which 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 (or, at the option of the Administrative Agent and the Swing Line Swingline Lender in their sole discretion, a borrowing pursuant to Section 2.7 of Swing Line Swingline Loans) in the amount of such drawing. The Borrowing Date with respect to such borrowing shall be the first date on which a borrowing of Revolving Loans (or, if applicable, Swingline Loans) could be made, pursuant to Section 2.5 (or, if applicable, Section 2.7), if the Administrative Agent had received a notice of such drawingborrowing at the time the Administrative Agent receives notice from the relevant Issuing Lender of such drawing under such Letter of Credit.

Reimbursement Obligation of the Borrower. The An Issuing Lender shall notify the Borrower agrees, in accordance with the terms of the provisions date and amount of this Section, to reimburse (a) in the case of a drawing presented under any Letter of Credit issued and paid by an such Issuing Lender which is a Lender, . The Borrower agrees to reimburse such Issuing Lender for the amount of (ia) such draft drawing so paid and (iib) any taxes, fees, charges or other costs or expenses (other than taxes or similar amounts) incurred by the such Issuing Lender in connection with such payment and (b) in on the case of any Letter of Credit issued by an Issuing Lender which is not a Lender, Business Day after the Administrative Agent for the amount of any payment made by the Administrative Agent in respect of any drawing under any Borrower receives such Letter of Creditnotice. Each such payment shall be made to the relevant such Issuing Lender or the Administrative Agent, as the case may be, at its address for notices specified referred to herein in lawful money of Dollars or in the United States of America applicable Alternate Currency and in immediately available funds. If any draft shall be presented for payment under any Letter of Credit, (a) in the case of any Letter of Credit issued by an Issuing Lender which is a Lender, such Issuing Lender shall promptly notify the Borrower of the date and amount thereof and (b) in the case of any Letter of Credit issued by an Issuing Lender which is not a Lender, the Administrative Agent shall promptly notify the Borrower of the date and amount thereof. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower prior to 12:00 Noon, New York City time, on any Business Day, of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the next Business Day. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower after 12:00 Noon, New York City time, on any Business Day of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the second succeeding Business Day. Interest shall be payable on any and all such amounts remaining unpaid by the Borrower under this Section from the date of on which the related relevant drawing is paid until payment in full at the rate set forth in (i) until the second Business Day following next succeeding the date of such drawingthe relevant notice, Section 2.15(b3.5(b) in respect of Revolving Loans (or, in the case of any Letter of Credit denominated in any Alternate Currency, Section 3.5(a)) and (ii) thereafter, Section 2.15(c3.5(c). Each drawing under any Letter of Credit shall (unless an event of the type described in clause (i) or (ii) of Section 8(f8.1(f) shall have occurred and be continuing with respect to the Borrower, in which case the procedures specified in Section 3.4 2.8 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 2.2 of Base Rate Loans in the amount of such drawing (or, at in the option case of the Administrative Agent and the Swing Line Lender a Letter of Credit denominated in their sole discretionan Alternate Currency, a borrowing pursuant to Section 2.7 2.2 of Swing Line Loans) Eurodollar Loans in the amount of such drawing). The Borrowing Date with respect to such borrowing shall be the first date on which a borrowing of Revolving Loans could be made, pursuant to Section 2.2, if the Administrative Agent had received a notice of such drawingborrowing at the time the Administrative Agent receives notice from an Issuing Lender of such drawing under such Letter of Credit.

Reimbursement Obligation of the Borrower. The Borrower agrees, in accordance with the terms of the provisions of this Section, to reimburse (a) The Borrower ---------------------------------------- agrees to reimburse the Issuing Lender (it being understood that such reimbursement shall be effected by means of a borrowing of Loans unless the Administrative 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 case Issuing Lender of the ------------ date and amount of a draft presented under any Letter of Credit issued and paid by an the Issuing Lender which is a Lender, such Issuing Lender for the amount of (i) such draft so paid and (ii) ii any taxes, fees, charges or other costs or expenses incurred by the Issuing Lender in connection with such payment and (b) in the case of any Letter of Credit issued by an Issuing Lender which is not a Lender, the Administrative Agent for the amount of any payment made by the Administrative Agent in respect of any drawing under any such Letter of Creditpayment. Each such payment shall be made to the relevant Issuing Lender, at the office of the Issuing Lender or the Administrative Agent, as the case may be, at its address for notices specified herein in lawful money of the United States of America Schedule 1.1A in ------------- Dollars and in immediately available funds. If any draft shall be presented for payment under any Letter of Credit, (a) in on the case of any Letter of Credit issued by an Issuing Lender date on which is a Lender, such Issuing Lender shall promptly notify the Borrower of receives such notice, if received prior to 11:00 A.M., Dallas, Texas, time, on a Business Day and otherwise on the date and amount thereof and next succeeding Business Day. (b) in the case of any Letter of Credit issued by an Issuing Lender which is not a Lender, the Administrative Agent shall promptly notify the Borrower of the date and amount thereof. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower prior to 12:00 Noon, New York City time, on any Business Day, of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the next Business Day. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower after 12:00 Noon, New York City time, on any Business Day of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the second succeeding Business Day. Interest shall be payable on any and all amounts remaining unpaid by the Borrower under this Section 3.5, (i) from the date the draft under the ----------- affected Letter of Credit is paid by the related drawing Issuing 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 at the rate set forth which would be payable on any Loans which were then overdue. Except as otherwise specified in (i) until the second Business Day following the date of such drawingSection 3.5(a), Section 2.15(b) and (ii) thereafter, Section 2.15(c). Each each drawing -------------- under any Letter of Credit shall (unless an event of the type described in clause (i) or (ii) of Section 8(f) shall have occurred and be continuing with respect to the Borrower, in which 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 of Loans that are ABR Loans pursuant to Section 2.5 of Base Rate Loans (or, at the option of the Administrative Agent and the Swing Line Lender in their sole discretion, a borrowing pursuant to Section 2.7 of Swing Line Loans) 2.3 in the amount of ----------- such drawing. The Borrowing Date with respect to such borrowing shall be the date of payment of such drawingdrawing and the proceeds of such Loans shall be applied by the Administrative Agent to reimburse the Issuing Lender for the amounts paid under such Letter of Credit.

Reimbursement Obligation of the Borrower. The Borrower agrees, in accordance with agrees to reimburse any Issuing Lender on the terms Business Day next succeeding the Business Day on which such Issuing Lender notifies the Borrower of the provisions date and amount of this Section, to reimburse (a) in the case of a draft presented under any Letter of Credit issued by an such Issuing Lender which is a Lender, and paid by such Issuing Lender for the amount of (ia) such draft so paid and (iib) any taxes, fees, charges or other costs or expenses incurred by the such Issuing Lender in connection with such payment payment. Each Issuing Lender agrees to notify the Administrative Agent and (b) in the case Borrower promptly of any draft paid under any Letter of Credit issued by an such Issuing Lender which is not a Lender, the Administrative Agent for the amount of any payment made by the Administrative Agent in respect of any drawing under any such Letter of Credit. Each such payment shall be made to the relevant such Issuing Lender or the Administrative Agent, as the case may be, at its address for notices specified referred to herein in lawful money of the United States of America Dollars and in immediately available funds. If any draft shall be presented for payment under any Letter of Credit, (a) in the case of any Letter of Credit issued by an Issuing Lender which is a Lender, such Issuing Lender shall promptly notify the Borrower of the date and amount thereof and (b) in the case of any Letter of Credit issued by an Issuing Lender which is not a Lender, the Administrative Agent shall promptly notify the Borrower of the date and amount thereof. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower prior to 12:00 Noon, New York City time, on any Business Day, of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the next Business Day. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower after 12:00 Noon, New York City time, on any Business Day of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the second succeeding Business Day. Interest shall be payable on any and all such amounts remaining unpaid by the Borrower under this Section from the date of on which the related drawing relevant draft is paid until payment in full at the rate set forth in (i) until the second Business Day following next succeeding the date of such drawingthe relevant notice, Section 2.15(b4.5(b) and (ii) thereafter, Section 2.15(c4.5(c). Each drawing under any Letter of Credit shall (unless (x) an event of the type described in clause (i) or (ii) of Section 8(f9(f) shall have occurred and be continuing with respect to the Borrower, in which case the procedures specified in Section 3.4 3.10 for funding by L/C Participants shall applyapply or (y) the Borrower has otherwise notified the Administrative Agent ) constitute a request by the Borrower to the Administrative Agent for a borrowing pursuant to Section 2.5 3.2 of Base Rate Loans (or, at the option of the Administrative Agent and the Swing Line Lender in their sole discretion, a borrowing pursuant to Section 2.7 of Swing Line Loans) in the amount of such drawingdrawing (notwithstanding the minimum borrowing amounts set forth therein). The Borrowing Date with respect to such borrowing shall be the first date on which a borrowing of Revolving Credit Loans could be made, pursuant to Section 3.2, if the Administrative Agent had received a notice of such drawingborrowing at the time the Administrative Agent receives notice from the relevant Issuing Lender of such drawing under such Letter of Credit.

Reimbursement Obligation of the Borrower. The Issuing Lender shall notify the Borrower agrees, in accordance with the terms of the provisions date and amount of this Section, to reimburse (a) in the case of a draft presented under any Letter of Credit issued and paid by an such Issuing Lender. The Borrower shall reimburse the Issuing Lender which (x) on the same Business Day if demand is a Lender, such made by the Issuing Lender on or prior to 10:00 a.m., New York City time and (y) on the next Business Day if demand is made by the Issuing Lender after 10:00 a.m., New York City time, for the amount of (ia) such draft so paid and (iib) any taxesTaxes, fees, charges or other out-of-pocket costs or expenses incurred by the such Issuing Lender in connection with such payment payment, other than Taxes (i) based upon net income or (ii) payable pursuant to Section 2.20 (the amounts described in the foregoing clauses (a) and (b) in the case of any Letter of Credit issued by an Issuing Lender which is not a Lender, the Administrative Agent for the amount of any payment made by the Administrative Agent in respect of any drawing under any such Letter of Creditdrawing, collectively, the “Payment Amount”). Each such payment shall be made to the relevant such Issuing Lender or the Administrative Agent, as the case may be, at its address for notices specified herein in lawful money of the United States of America and in immediately available funds. If any draft shall be presented for payment under any Letter of Credit, (a) in the case of any Letter of Credit issued by an Issuing Lender which is a Lender, such Issuing Lender shall promptly notify the Borrower of the date and amount thereof and (b) in the case of any Letter of Credit issued by an Issuing Lender which is not a Lender, the Administrative Agent shall promptly notify the Borrower of the date and amount thereof. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower prior to 12:00 Noon, New York City time, on any Business Day, of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the next Business Day. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower after 12:00 Noon, New York City time, on any Business Day of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the second succeeding Business Day. Interest shall be payable on any and all amounts remaining unpaid by the Borrower under this Section each Payment Amount from the date of the related applicable drawing until payment in full at the rate set forth in (i) until the second Business Day following the date of such the applicable drawing, Section 2.15(b2.15(a) and (ii) thereafter, Section 2.15(c). Each drawing under any Letter of Credit shall (unless an event of the type described in clause (i) or (ii) of Section 8(f) shall have occurred and be continuing with respect to the Borrower, in which 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 (or, at the option of the Administrative Agent and the Swing Line Lender in their sole discretion, a borrowing pursuant to Section 2.7 of Swing Line Loans) in the amount of such drawing. The Borrowing Date with respect to such borrowing shall be the first date on which a borrowing of Revolving Credit Loans (or, if applicable, Swing Line Loans) could be made, pursuant to Section 2.5 (or, if applicable, Section 2.7), if the Administrative Agent had received a notice of such drawingborrowing at the time the Administrative Agent receives notice from the relevant Issuing Lender of such drawing under such Letter of Credit.

Reimbursement Obligation of the Borrower. The Each Borrower agrees, in accordance with agrees to reimburse the terms L/C Lender on the Business Day next succeeding the Business Day on which the L/C Lender notifies such Borrower of the provisions date and amount of this Section, to reimburse (a) in the case of a draft presented under any Letter of Credit issued and paid by an Issuing Lender which is a Lender, such the Issuing Lender for the amount of (ia) such draft so paid and (iib) any taxes, fees, charges or other costs or expenses incurred by the L/C Lender or the Issuing Lender Bank in connection with such payment and (b) in the case of any Letter of Credit issued by an Issuing Lender which is not a Lender, the Administrative Agent for the amount of any payment made by the Administrative Agent in respect of any drawing under any such Letter of Creditpayment. Each such payment shall be made to the relevant Issuing L/C Lender or the Administrative Agent, as the case may be, at its address for notices specified referred to herein in lawful money of the United States of America Dollars and in immediately available funds. If any draft shall be presented for payment under any Letter of Credit, (a) in the case of any Letter of Credit issued by an Issuing Lender which is a Lender, such Issuing Lender shall promptly notify the Borrower of the date and amount thereof and (b) in the case of any Letter of Credit issued by an Issuing Lender which is not a Lender, the Administrative Agent shall promptly notify the Borrower of the date and amount thereof. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower prior to 12:00 Noon, New York City time, on any Business Day, of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the next Business Day. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower after 12:00 Noon, New York City time, on any Business Day of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the second succeeding Business Day. Interest shall be payable on any and all such amounts remaining unpaid by the Borrower under this Section from the date of on which the related drawing relevant draft is paid until payment in full at the rate set forth in (i) until the second Business Day following next succeeding the date of such drawingthe relevant notice, Section 2.15(b4.5(b) and (ii) thereafter, Section 2.15(c4.5(c). Each drawing under any Letter of Credit shall (unless (i) the relevant Borrower shall have notified the Administrative Agent, the L/C Lender and the Issuing Lender prior to 1:00 P.M., New York City time, on the date such drawing is honored that such Borrower intends to reimburse the L/C Lender for the amount of such payment with funds other than the proceeds of Loans or (ii) an event of the type described in clause (i) or (ii) of Section 8(f9(f) shall have occurred and be continuing with respect to the either Borrower, in which case the procedures specified in Section 3.4 3.10 for funding by L/C Participants shall apply) constitute a request by the relevant Borrower to the Administrative Agent for a borrowing pursuant to Section 2.5 3.2 of Base Rate Loans (or, at the option of the Administrative Agent and the Swing Line Swingline Lender in their sole discretion, a borrowing pursuant to Section 2.7 3.4 of Swing Line Swingline Loans) in the amount of such drawing. The Borrowing Date with respect to such borrowing shall be the first date on which a borrowing of Revolving Loans (or, if applicable, Swingline Loans) could be made, pursuant to Section 3.2 or, if applicable, Section 3.4), if the Administrative Agent had received a notice of such drawingborrowing at the time the Administrative Agent receives notice from the L/C Lender of such drawing under such Letter of Credit.

Reimbursement Obligation of the Borrower. The Issuing Lender shall notify the Borrower agrees, in accordance with the terms of the provisions of this Section, to reimburse (a) in date and amount paid by the case of Issuing Lender under any Letter of Credit issued by an Issuing Lender which is a Lender, such Credit. The Borrower agrees to reimburse the Issuing Lender for the amount of (ia) such draft so paid and (iib) any taxes, fees, charges or other costs or expenses (other than taxes or similar amounts) incurred by the Issuing Lender in connection with such payment and (b) in on the case of any Letter of Credit issued by an Issuing Lender next Business Day following the date on which is not a Lender, the Administrative Agent for the amount of any payment made by the Administrative Agent in respect of any drawing under any Borrower receives such Letter of Creditnotice. Each such payment shall be made to the relevant Issuing Lender or the Administrative Agent, as the case may be, at its address for notices specified referred to herein in lawful money of the United States of America Dollars and in immediately available funds. If any draft shall be presented for payment under any Letter of Credit, (a) in the case of any Letter of Credit issued by an Issuing Lender which is a Lender, such Issuing Lender shall promptly notify the Borrower of the date and amount thereof and (b) in the case of any Letter of Credit issued by an Issuing Lender which is not a Lender, the Administrative Agent shall promptly notify the Borrower of the date and amount thereof. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower prior to 12:00 Noon, New York City time, on any Business Day, of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the next Business Day. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower after 12:00 Noon, New York City time, on any Business Day of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the second succeeding Business Day. Interest shall be payable on any and all such amounts remaining unpaid by the Borrower under this Section from the date of on which the related drawing relevant draft is paid until payment in full at the rate set forth in (i) until the second Business Day following next succeeding the date of such drawingthe relevant notice, Section 2.15(b4.5(b) and (ii) thereafter, Section 2.15(c4.5(c). Each drawing under any Letter of Credit shall (unless an event of the type described in clause (i) or (ii) of Section 8(f9.1(f) shall have occurred and be continuing with respect to the Borrower, in which case the procedures specified in Section 3.4 3.10 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 3.2 of Base Rate Loans (or, at the option of the Administrative Agent and the Swing Line Swingline Lender in their sole discretion, a borrowing pursuant to Section 2.7 3.4 of Swing Line Swingline Loans) in the amount of such drawing. The Borrowing Date with respect to such borrowing shall be the first date on which a borrowing of Revolving Loans (or, if applicable, Swingline Loans) could be made, pursuant to Section 3.2 (or, if applicable, Section 3.4), if the Administrative Agent had received a notice of such drawingborrowing at the time the Administrative Agent receives notice from the Issuing Lender of such drawing under such Letter of Credit.

Reimbursement Obligation of the Borrower. The Issuing Lender shall notify the Administrative Agent who shall in turn notify the Borrower agrees, in accordance with the terms of the provisions of this Section, to reimburse (a) in date and amount paid by the case of Issuing Lender under any Letter of Credit issued by an Issuing Lender which is a Lender, such Credit. The Borrower agrees to reimburse the Issuing Lender for the amount of (ia) such draft or other demand for payment so paid and (iib) any taxes, fees, charges or other costs or expenses (other than taxes or similar amounts) incurred by the Issuing Lender in connection with such payment and (b) in on the case of any Letter of Credit issued by an Issuing Lender next Business Day following the date on which is not a Lender, the Administrative Agent for the amount of any payment made by the Administrative Agent in respect of any drawing under any Borrower receives such Letter of Creditnotice. Each such payment shall be made to the relevant Issuing Lender or the Administrative Agent, as the case may be, at its address for notices specified referred to herein in lawful money of the United States of America Dollars and in immediately available funds. If any draft shall be presented for payment under any Letter of Credit, funds (a) in the case of it being agreed that with respect to any Letter of Credit issued by an Issuing Lender which is in a Lendercurrency other than Dollars, such Issuing Lender payment shall promptly notify be made in the Borrower Dollar Amount of the date and amount thereof and (b) in the case of any Letter of Credit issued by an Issuing Lender which is not a Lender, the Administrative Agent shall promptly notify the Borrower of the date and amount thereof. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower prior to 12:00 Noon, New York City time, on any Business Day, of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the next Business Day. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower after 12:00 Noon, New York City time, on any Business Day of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the second succeeding Business Dayapplicable amount). Interest shall be payable on any and all such amounts remaining unpaid by the Borrower under this Section from the date of on which the related drawing relevant draft or other demand for payment is paid until payment in full at the rate set forth in (i) until the second Business Day following next succeeding the date of such drawingthe relevant notice, Section 2.15(b4.5(b) and (ii) thereafter, Section 2.15(c4.5(c). Each drawing under any Letter of Credit shall (unless an event of the type described in clause (i) or (ii) of Section 8(f9.1(f) shall have occurred and be continuing with respect to the Borrower, in which case the procedures specified in Section 3.4 3.10 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 3.2 of Base Rate Loans (or, at the option of the Administrative Agent and the Swing Line Swingline Lender in their sole discretion, a borrowing pursuant to Section 2.7 3.4 of Swing Line Swingline Loans) in the amount of such drawing. The Borrowing Date with respect to such borrowing shall be the first date on which a borrowing of Revolving Loans (or, if applicable, Swingline Loans) could be made, pursuant to Section 3.2 (or, if applicable, Section 3.4), if the Administrative Agent had received a notice of such drawingborrowing at the time the Administrative Agent receives notice from the Issuing Lender of such drawing under such Letter of Credit.

Reimbursement Obligation of the Borrower. The Borrower agrees, in accordance with agrees to reimburse the terms L/C Arranger on the date on which the L/C Arranger notifies the Borrower of the provisions date and amount of this Section, to reimburse (a) in the case of a draft presented and paid under any Letter of Credit issued by an Issuing Lender which is a Lender, such Issuing Lender for the amount of (ia) such draft so paid and (iib) any taxes, fees, charges or other costs or expenses incurred by the L/C Arranger or the Issuing Lender (without duplication) in connection with such payment payment, other than taxes based upon net income and (b) in the case of any Letter of Credit issued by an Issuing Lender which is not a Lender, the Administrative Agent for the amount of any payment made by the Administrative Agent in respect of any drawing under any such Letter of Creditother than taxes payable pursuant to Section 4.10. Each such payment to be made by the Borrower shall be made to the relevant Issuing Lender or the Administrative Agent, as the case may be, Agent at its address for notices specified referred to herein in lawful money of the United States of America Dollars and in immediately available funds. If any draft shall be presented for payment under any Letter of Credit, (a) in the case of any Letter of Credit issued by an Issuing Lender which is a Lender, such Issuing Lender shall promptly notify the Borrower of the date funds and amount thereof and (b) in the case of any Letter of Credit issued by an Issuing Lender which is not a Lender, the Administrative Agent shall promptly notify distribute such payment to the Borrower of the date and amount thereof. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower prior to 12:00 Noon, New York City time, on any Business Day, of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the next Business Day. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower after 12:00 Noon, New York City time, on any Business Day of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the second succeeding Business DayL/C Arranger. Interest shall be payable on any and all such amounts remaining unpaid by the Borrower under this Section from the date of on which the related drawing relevant draft is paid until payment in full or conversion as set forth below, at the rate set forth in (i) until the second Business Day following next succeeding the date of such drawingthe relevant notice, Section 2.15(b4.5(b) and (ii) thereafter, Section 2.15(c4.5(c). Each drawing under any Letter of Credit shall (unless an event of the type described in clause (i) or (ii) of Section 8(f9(f) shall have occurred and be continuing with respect to the Borrower, in which case the procedures specified in Section 3.4 3.10 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 3.2 of Base Rate Loans (or, at the option of the Administrative Agent and the Swing Line Lender in their sole discretionAgent, a borrowing of Swingline Loans pursuant to Section 2.7 of Swing Line Loans3.4) in the amount of such drawing. The Borrowing Date with respect to such borrowing shall be the first date on which a borrowing of Revolving Loans (or, if applicable, Swingline Loans) could be made, pursuant to Section 3.2 (or, if applicable, Section 3.4), if the Administrative Agent had received a notice of such drawingborrowing at the time the Administrative Agent receives notice from the Issuing Lender of such drawing under such Letter of Credit.

Reimbursement Obligation of the Borrower. The Borrower agreesagrees to reimburse each Issuing Lender, in accordance with no later than 1:00 p.m., New York City time, on the terms Business Day, if the Applicable Currency is Dollars, and on the third Business Day, if the Applicable Currency is euro, following the Business Day on which such Issuing Lender notifies the Borrower of the provisions date and amount of this Section, to reimburse (a) in the case of a draft presented under any Letter of Credit issued and paid by an such Issuing Lender which is a Lender, such Issuing Lender for the amount of (ia) such draft so paid 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 (a) and (b) in the case of any Letter of Credit issued by an Issuing Lender which is not a Lender, the Administrative Agent for the amount of any payment made by the Administrative Agent in respect of any drawing under any such Letter of Creditdrawing, collectively, the "Payment Amount"). Each such payment shall be made to the relevant such Issuing Lender or the Administrative Agent, as the case may be, at its address for notices specified herein in lawful money of the United States of America Applicable Currency and in immediately available funds. If any draft shall be presented for payment under any Letter of Credit, (a) in the case of any Letter of Credit issued by an Issuing Lender which is a Lender, such Issuing Lender shall promptly notify the Borrower of the date and amount thereof and (b) in the case of any Letter of Credit issued by an Issuing Lender which is not a Lender, the Administrative Agent shall promptly notify the Borrower of the date and amount thereof. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower prior to 12:00 Noon, New York City time, on any Business Day, of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the next Business Day. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower after 12:00 Noon, New York City time, on any Business Day of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the second succeeding Business Day. Interest shall be payable on any and all amounts remaining unpaid by the Borrower under this Section each Payment Amount from the date of the related applicable drawing until payment in full at the rate set forth in of interest applicable during such period to Revolving Credit Loans that are (i) until if the second Applicable Currency is Dollars, Base Rate Loans or (ii) if the Applicable Currency is euro, Revolving Credit Euro Loans with Interest Periods of one month, plus, in each case, for the period from the third Business Day following the date of such the applicable drawing, Section 2.15(b) and (ii) thereafter, Section 2.15(c)2% per annum. Each drawing under any Letter of Credit shall (unless an event of the type described in clause (i) or (ii) of Section 8(f) shall have occurred and be continuing with respect to the Borrower, in which 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 (i) if the Applicable Currency is Dollars, Base Rate Loans (or, at the option of the Administrative Agent and the Swing Line Lender in their sole discretion, a borrowing pursuant to Section 2.7 of Swing Line Loans) or (ii) if the Applicable Currency is euro, Revolving Credit Euro Loans with Interest Periods of one month, in each case in the amount of such drawing. The Borrowing Date with respect to such borrowing shall be the first date on which a borrowing of (i) if the Applicable Currency is Dollars, Base Rate Loans (or, if applicable, Swing Line Loans) or (ii) if the Applicable Currency is euro, Revolving Credit Euro Loans could be made, pursuant to Section 2.5 (or, if applicable, Section 2.7), if the Administrative Agent had received a notice of such drawingborrowing at the time the Administrative Agent receives notice from the relevant Issuing Lender of such drawing under such Letter of Credit.

Reimbursement Obligation of the Borrower. The Borrower agrees, in accordance with the terms of the provisions of this Section, agrees to reimburse the relevant Issuing Lender no later than (a) in the case end of the Business Day on which such Issuing Lender notifies the Borrower of the date and amount of a draft presented under any Letter of Credit issued and paid by an Issuing Lender which is a Lender, such Issuing Lender if such notice is delivered at or before 10:00 A.M., New York City time, or (b) the next succeeding Business Day if such notice is delivered after 10:00 A.M., New York City time, or on a non-Business Day, for the amount of (ia) such draft so paid and (iib) any taxes, fees, charges or other reasonable costs or expenses incurred by the such Issuing Lender in connection with such payment and (b) in the case of any Letter of Credit issued by an Issuing Lender which is not a Lender, the Administrative Agent for the amount of any payment made by the Administrative Agent in respect of any drawing under any such Letter of Creditpayment. Each such payment shall be made to the relevant Issuing Lender or the Administrative Agent, as the case may be, at its address for notices specified referred to herein in lawful money of the United States of America Dollars and in immediately available funds. If any draft shall be presented for payment under any Letter of Credit, (a) in the case of any Letter of Credit issued by an Issuing Lender which is a Lender, such Issuing Lender shall promptly notify the Borrower of the date and amount thereof and (b) in the case of any Letter of Credit issued by an Issuing Lender which is not a Lender, the Administrative Agent shall promptly notify the Borrower of the date and amount thereof. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower prior to 12:00 Noon, New York City time, on any Business Day, of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the next Business Day. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower after 12:00 Noon, New York City time, on any Business Day of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the second succeeding Business Day. Interest shall be payable on any and all such amounts remaining unpaid by the Borrower under this Section from the date of on which the related drawing relevant draft is paid until payment in full at the rate set forth in (i) until the second Business Day following next succeeding the date of the relevant notice (or, if such drawingnotice was delivered prior to 10:00 A.M., the Business Day on which such notice was delivered), Section 2.15(b4.5(b) and (ii) thereafter, Section 2.15(c4.5(c). Each To the extent not so reimbursed as set forth above, each drawing under any Letter of Credit shall (unless an event of the type described in clause (i) or (ii) of Section 8(f9(f) shall have occurred and be continuing with respect to the Borrower, in which case the procedures specified in Section 3.4 3.10 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 3.2 of Base Rate Loans (or, at the option of the Administrative Agent and the Swing Line Lender in their sole discretion, a borrowing pursuant to Section 2.7 of Swing Line Loans) in the amount of such drawing. The Borrowing Date with respect to such borrowing shall be the first date on which a borrowing of Revolving Credit Loans could be made, pursuant to Section 3.2, if the Administrative Agent had received a notice of such drawingborrowing at the time the Administrative Agent receives notice from the relevant Issuing Lender of such drawing under such Letter of Credit.

Reimbursement Obligation of the Borrower. The In order to induce the Issuing Lender to issue, extend, amend and renew each Letter of Credit and the Lenders to participate therein, the Borrower agreeshereby agrees to reimburse or pay to the Issuing Lender, in accordance with for the terms account of the provisions Issuing Lender or (as the case may be) the Lenders, with respect to each Letter of this SectionCredit issued, to reimburse extended, amended or renewed by the Issuing Lender hereunder, (a) except as otherwise expressly provided in the case of Sections 4.2(b) and (c) and subject to Section 4.3, on each date that any draft presented under such Letter of Credit issued is honored by an the Issuing Lender, or the Issuing Lender which is otherwise makes a Lenderpayment with respect thereto, such Issuing Lender for the amount of (i) the amount paid by the Issuing Lender under or with respect to such draft so paid Letter of Credit, 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 in respect to, such payment Letter of Credit with notice to the Borrower; PROVIDED, HOWEVER, if the Issuing Lender notifies the Borrower after 10:30 a.m. (Boston time) on such date, such amounts shall be due and payable by 1:00 p.m. (Boston time) on the immediately succeeding Business Day, (b) in upon the case reduction (but not termination) of any Letter of Credit issued the Total Commitment to an amount less than the Maximum Drawing Amount, an amount equal to such difference, which amount shall be held by an Issuing Lender which is not a Lender, the Administrative Agent for the benefit of the Lenders. the Issuing Lender 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 Section 13, an amount equal to the then Maximum Drawing Amount on all Letters of any payment made Credit, which amount shall be held by the Administrative Agent in respect for the benefit of any drawing under any such Letter of Creditthe Lenders, the Issuing Lender and the Administrative Agent as cash collateral for all Reimbursement Obligations. Each such payment shall be made to the relevant Issuing Lender or at the Administrative Agent, as the case may be, 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. If any draft shall be presented for payment under any Letter of Credit, (a) in the case of any Letter of Credit issued by an Issuing Lender which is a Lender, such Issuing Lender shall promptly notify the Borrower of the date and amount thereof and (b) in the case of any Letter of Credit issued by an Issuing Lender which is not a Lender, the Administrative Agent shall promptly notify the Borrower of the date and amount thereof. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower prior to 12:00 Noon, New York City time, on any Business Day, of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the next Business Day. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower after 12:00 Noon, New York City time, on any Business Day of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the second succeeding Business Day. Interest shall be payable on any and all amounts remaining unpaid by the Borrower under this Section 4.2 at any time from the date of the related drawing such amounts become due and payable (whether as stated in this Section 4.2, 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 set forth specified in (i) until Section 5.11 for overdue principal on the second Business Day following the date of such drawing, Section 2.15(b) and (ii) thereafter, Section 2.15(c)Revolving Credit Loans. Each If a drawing under any Letter of Credit shall (unless an event of the type described is payable in clause (i) or (ii) of Section 8(f) shall have occurred and be continuing with respect to the Borrowera currency other than Dollars, in which case the procedures specified in Section 3.4 for funding by L/C Participants shall apply) constitute a request by the Borrower agrees to pay the Administrative Agent for a borrowing pursuant to Section 2.5 Issuing Lender the equivalent of Base Rate Loans (or, at the option of the Administrative Agent and the Swing Line Lender in their sole discretion, a borrowing pursuant to Section 2.7 of Swing Line Loans) in the amount of such drawing. The Borrowing Date with respect to drawing in Dollars, at the Issuing Lender's then prevailing exchange rate, determined in each case at the time such borrowing shall be drawing is paid by the date of such drawingIssuing Lender.

Reimbursement Obligation of the Borrower. The Borrower agreesagrees to reimburse the Issuing Lender on the Business Day (or, if the Borrower receives such notice after 11:00 AM, New York City time, in accordance with such Business Day, the terms next succeeding the Business Day) on which the Issuing Lender notifies the Borrower of the provisions date and amount of this Section, to reimburse (a) in the case of a draft presented under any Letter of Credit issued and paid by an Issuing Lender which is a Lender, such the Issuing Lender for the amount of (ia) such draft so paid and (iib) any taxes, fees, charges or other costs or expenses incurred by the Issuing Lender in connection with such payment and (b) in the case of any Letter of Credit issued by an Issuing Lender which is not a Lender, the Administrative Agent for the amount of any payment made by the Administrative Agent in respect of any drawing under any such Letter of Creditpayment. Each such payment shall be made to the relevant Issuing Lender or the Administrative Agent, as the case may be, at its address for notices specified referred to herein in lawful money of the United States of America Dollars and in immediately available funds. If any draft shall be presented for payment under any Letter of Credit, (a) in the case of any Letter of Credit issued by an Issuing Lender which is a Lender, such Issuing Lender shall promptly notify the Borrower of the date and amount thereof and (b) in the case of any Letter of Credit issued by an Issuing Lender which is not a Lender, the Administrative Agent shall promptly notify the Borrower of the date and amount thereof. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower prior to 12:00 Noon, New York City time, on any Business Day, of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the next Business Day. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower after 12:00 Noon, New York City time, on any Business Day of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the second succeeding Business Day. Interest shall be payable on any and all such amounts remaining unpaid by the Borrower under this Section from the date of on which the related drawing relevant draft is paid until payment in full at the rate set forth in (i) until the second Business Day following next succeeding the date of such drawingthe relevant notice, Section 2.15(b4.5(b) and (ii) thereafter, Section 2.15(c4.5(c). Each drawing under any Letter of Credit shall (unless (x) the Borrower directly reimburses the Issuing Lender in accordance with this Section 3.12 or (y) an event of the type described in clause (i) or (ii) of Section 8(f9(f) shall have occurred and be continuing with respect to the Borrower, in which case the procedures specified in Section 3.4 3.11 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 3.2 of Base Rate Loans (or, at the option of the Administrative Agent and the Swing Line Swingline Lender in their sole discretion, a borrowing pursuant to Section 2.7 3.4 of Swing Line Swingline Loans) in the amount of such drawing. The Borrowing Date with respect to such borrowing shall be the first date on which a borrowing of Revolving Loans (or, if applicable, Swingline Loans) could be made, pursuant to Section 3.2 or, if applicable, Section 3.4), if the Administrative Agent had received a notice of such drawingborrowing at the time the Administrative Agent receives notice from the Issuing Lender of such drawing under such Letter of Credit.

Reimbursement Obligation of the Borrower. The Borrower agreesagrees to reimburse each Issuing Bank on each date on which such Issuing Bank notifies the Borrower (or on the immediately following Banking Day if the Issuing Bank notifies the Borrower after 11:00 A.M., in accordance with the terms New York City time) of the provisions date and amount of this Section, to reimburse (a) in the case of a draft presented under any Letter of Credit issued and paid by an Issuing Lender which is a Lender, such Issuing Lender Bank (a "Reimbursement Notice") for the amount of (ia) such draft so paid and (iib) any taxes, fees, charges or other costs or expenses incurred by the such Issuing Lender Bank in connection with such payment (the amounts described in the foregoing clauses (a) and (b) in the case of any Letter of Credit issued by an Issuing Lender which is not a Lender, the Administrative Agent for the amount of any payment made by the Administrative Agent in respect of any drawing under any such Letter of Creditdrawing, collectively, the "Payment Amount"). Each such payment shall be made to the relevant such Issuing Lender or the Administrative Agent, as the case may be, Bank at its address for notices specified herein in lawful money of the United States of America and in immediately available funds. If any draft shall be presented for payment under any Letter of Credit, (a) in the case of any Letter of Credit issued by an Issuing Lender which is a Lender, such Issuing Lender shall promptly notify the Borrower of the date and amount thereof and (b) in the case of any Letter of Credit issued by an Issuing Lender which is not a Lender, the Administrative Agent shall promptly notify the Borrower of the date and amount thereof. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower prior to 12:00 Noon, New York City time, on any Business Day, of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the next Business Day. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower after 12:00 Noon, New York City time, on any Business Day of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the second succeeding Business Day. Interest shall be payable on any and all amounts remaining unpaid by the Borrower under this Section each Payment Amount from the date of the related applicable drawing until payment in full at the rate set forth in (i) until the second Business third Banking Day following the date of such the applicable drawing, Section 2.15(b7.8(b) and (ii) thereafter, Section 2.15(c7.8(c). Each drawing under any Letter of Credit shall (unless (x) an event of the type described in clause (if) or (iig) of Section 8(f) Article 11 shall have occurred and be continuing with respect to the Borrower, in which case the procedures specified in Section 3.4 4.4 for funding by L/C Participants shall applyapply or (y) the Borrower notifies the Administrative Agent and the Issuing Bank on the date of the Borrower's receipt of the relevant Reimbursement Notice that the Borrower intends to provide the reimbursement contemplated by this Section 4.5 with other sources of funds) constitute a request by the Borrower to the Administrative Agent for a borrowing pursuant to Section 2.5 2.2 of Base Rate Loans (or, at the option of the Administrative Agent and the Swing Line Lender in their sole discretionBorrower, a borrowing pursuant to Section 2.7 3.2 of Swing Line Loans) in the amount of such drawing. The Borrowing Date with respect to such borrowing shall be the first date on which a borrowing of Revolving Credit Loans (or, if applicable, Swing Line Loans) could be made, pursuant to Section 2.2 (or, if applicable, Section 3.2), if the Administrative Agent had received a notice of such drawingborrowing at the time the Administrative Agent delivers the applicable Reimbursement Notice.

Reimbursement Obligation of the Borrower. The Borrower agreesBorrowers jointly and severally agree to reimburse the L/C Lender on the Business Day next succeeding (or, in accordance with if such notice is given later than 11:00 A.M., on the terms second Business Day next succeeding) the Business Day on which the L/C Lender notifies the Borrowers of the provisions date and amount of this Section, to reimburse (a) in the case of a draft presented under any Letter of Credit issued and paid by an the Issuing Lender which is a Lender, such Issuing Lender Bank for the amount of (ia) such draft so paid and (iib) any taxes, fees, charges or other costs or expenses incurred by the L/C Lender or the Issuing Lender Bank in connection with such payment and (b) in the case of any Letter of Credit issued by an Issuing Lender which is not a Lender, the Administrative Agent for the amount of any payment made by the Administrative Agent in respect of any drawing under any such Letter of Creditpayment. Each such payment to be made by the Borrower shall be made to the relevant Issuing L/C Lender or the Administrative Agent, as the case may be, at its address for notices specified referred to herein in lawful money of the United States of America Dollars and in immediately available funds. If any draft shall be presented for payment under any Letter of Credit, (a) in the case of any Letter of Credit issued by an Issuing Lender which is a Lender, such Issuing Lender shall promptly notify the Borrower of the date and amount thereof and (b) in the case of any Letter of Credit issued by an Issuing Lender which is not a Lender, the Administrative Agent shall promptly notify the Borrower of the date and amount thereof. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower prior to 12:00 Noon, New York City time, on any Business Day, of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the next Business Day. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower after 12:00 Noon, New York City time, on any Business Day of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the second succeeding Business Day. Interest shall be payable on any and all amounts remaining unpaid by the Borrower Borrowers under this Section from the date of on which the related drawing relevant draft is paid until payment in full at the rate set forth in (i) until the second Business Day following next succeeding the date of such drawingthe relevant notice, Section 2.15(b4.5(b) and (ii) thereafter, Section 2.15(c4.5(c). Each drawing under any Letter of Credit shall (unless an event of the type described in clause (i) or (ii) of Section 8(f9(g) shall have occurred and be continuing with respect to the either Borrower, in which case the procedures specified in Section 3.4 3.8 for funding by L/C Participants shall apply) constitute a request by the relevant Borrower to the Administrative Agent for a borrowing pursuant to Section 2.5 3.2 of Base Rate Loans (or, at the option of the Administrative Agent and the Swing Line Lender in their sole discretion, a borrowing pursuant to Section 2.7 of Swing Line Loans) in the amount of such drawing. The Borrowing Date with respect to such borrowing shall be the first date on which a borrowing of Revolving Loans could be made, pursuant to Section 3.2, if the Administrative Agent had received a notice of such drawingborrowing at the time the Administrative Agent receives notice from the L/C Lender of such drawing under such Letter of Credit.

Reimbursement Obligation of the Borrower. The In order to induce the Administrative Agent to issue, extend and renew each Letter of Credit and the Banks to participate therein, the Borrower agreeshereby agrees to reimburse or pay to the Administrative Agent, in accordance with for the terms account of the provisions Administrative Agent or (as the case may be) the Banks, with respect to each Letter of this SectionCredit issued, to reimburse extended or renewed by the Administrative Agent hereunder, (a) except as otherwise expressly provided in Section 5.2(b) and (c), and upon notice thereof from the case of Administrative Agent, on each date that any draft presented under such Letter of Credit issued is honored by an Issuing Lender which is the Administrative Agent, or the Administrative Agent otherwise makes a Lenderpayment with respect thereto, such Issuing Lender for the amount of (i) the amount paid by the Administrative Agent under or with respect to such draft so paid Letter of Credit, and (ii) the amount of any taxes, fees, charges or other costs or and expenses whatsoever incurred by the Issuing Lender Administrative Agent or any Bank in connection with such payment and (b) in the case of any Letter of Credit issued by an Issuing Lender which is not a Lender, the Administrative Agent for the amount of any payment made by the Administrative Agent in or any Bank under, or with respect of any drawing under any to, such Letter of Credit, (b) 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 Administrative Agent for the benefit of the Banks 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 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 Banks and the Administrative Agent as cash collateral for all Reimbursement Obligations. Each such payment shall be made to the relevant Issuing Lender or Administrative Agent at the Administrative Agent, as the case may be, at its address for notices specified herein in lawful money of the United States of America and 's Head Office in immediately available funds. If any draft shall be presented for payment under any Letter of Credit, (a) in the case of any Letter of Credit issued by an Issuing Lender which is a Lender, such Issuing Lender shall promptly notify the Borrower of the date and amount thereof and (b) in the case of any Letter of Credit issued by an Issuing Lender which is not a Lender, the Administrative Agent shall promptly notify the Borrower of the date and amount thereof. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower prior to 12:00 Noon, New York City time, on any Business Day, of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the next Business Day. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower after 12:00 Noon, New York City time, on any Business Day of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the second succeeding Business Day. Interest shall be payable on any and all amounts remaining unpaid by the Borrower under this Section 5.2 at any time from the date of the related drawing such amounts become due and payable (whether as stated in this Section 5.2, by acceleration or otherwise) until payment in full at the rate set forth in (i) until the second Business Day following the date of such drawing, Section 2.15(b) and (ii) thereafter, Section 2.15(c). Each drawing under any Letter of Credit shall (unless an event of the type described in clause (i) whether before or (ii) of Section 8(fafter judgment) shall have occurred and be continuing with respect to the Borrower, in which case the procedures specified in Section 3.4 for funding by L/C Participants shall apply) constitute a request by the Borrower payable to the Administrative Agent for a borrowing pursuant to Section 2.5 of Base Rate Loans (or, on demand at the option of rate specified in Section 6.10 for overdue principal on the Administrative Agent and the Swing Line Lender in their sole discretion, a borrowing pursuant to Section 2.7 of Swing Line Revolving Credit Loans) in the amount of such drawing. The Borrowing Date with respect to such borrowing shall be the date of such drawing.

Reimbursement Obligation of the Borrower. The Borrower agrees, in accordance with agrees to reimburse the terms Issuing Lender through the Administrative Agent on the Business Day next succeeding the Business Day on which the Issuing Lender notifies the Borrower and the Administrative Agent of the provisions date and amount of this Section, to reimburse (a) in the case of a draft presented under any Letter of Credit issued and paid by an Issuing Lender which is a Lender, such the Issuing Lender for the amount of (ia) such draft so paid and (iib) any taxes, fees, charges or other costs or expenses incurred by the Issuing Lender in connection with such payment and (b) in the case of any Letter of Credit issued by an Issuing Lender which is not a Lender, the Administrative Agent for the amount of any payment made by the Administrative Agent in respect of any drawing under any such Letter of Creditpayment. Each such payment shall be made to the relevant Issuing Lender or the Administrative Agent, as the case may be, at its address for notices specified herein in lawful money of the United States of America Dollars and in immediately available funds. If any draft shall be presented for payment under any Letter of Credit, (a) in the case of any Letter of Credit issued by an Issuing Lender which is a Lender, such Issuing Lender shall promptly notify the Borrower of the date and amount thereof and (b) in the case of any Letter of Credit issued by an Issuing Lender which is not a Lender, the Administrative Agent shall promptly notify the Borrower of the date and amount thereof. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower prior to 12:00 Noon, New York City time, on any Business Day, of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the next Business Day. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower after 12:00 Noon, New York City time, on any Business Day of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the second succeeding Business Day. Interest shall be payable on any and all such amounts remaining unpaid by the Borrower under this Section from the date of on which the related drawing relevant draft is paid until payment in full at the rate set forth in (i) until the second Business Day following next succeeding the date of such drawingthe relevant notice, Section 2.15(bsubsection 3.4(b) and (ii) thereafter, Section 2.15(csubsection 3.4(e). Each drawing under any Letter of Credit shall (unless an event of the type described in clause (i) or (ii) of Section 8(f10(g) shall have occurred and be continuing with respect to the Borrower, in which case the procedures specified in Section 3.4 subsection 5.4 for funding by L/C Participants shall apply) constitute a request by the Borrower to the Administrative Agent for a borrowing pursuant to Section subsection 2.5 of Base Rate ABR Loans (or, at the option of the Administrative Agent and the Swing Line Lender in their sole discretion, a borrowing pursuant to Section 2.7 of Swing Line Loans) in the amount of such drawingdrawing (and the minimum borrowing amount in such subsection shall not apply to such borrowing). The Borrowing Date with respect to such borrowing shall be the first date on which a borrowing of Revolving Credit Loans could be made, pursuant to subsection 2.5, if the Administrative Agent had received a notice of such drawingborrowing at the time the Administrative Agent receives notice from the relevant Issuing Lender of such drawing under such Letter of Credit.

Reimbursement Obligation of the Borrower. The Borrower agrees, in accordance with the terms of the provisions of this Section, to reimburse (a) in the case of If any drawing is paid under any Letter of Credit issued by an Issuing Lender which is a LenderCredit, such Issuing Lender the Borrower shall reimburse the Administrative Agent for the amount of (ia) such draft the drawing so paid and in the applicable currency and (iib) any taxes, fees, charges or other costs or expenses incurred by the Issuing Lender in connection with such payment and payment, not later than (bx) in the case of any Letter of Credit issued to be reimbursed in Dollars 12:00 Noon, New York City time, on (i) the Business Day that the Borrower receives notice of such drawing, if such notice is received on such day prior to 10:00 A.M., New York City time, or (ii) if clause (i) above does not apply, the Business Day immediately following the day that the Borrower receives such notice or (y) in the case of a Letter of Credit to be reimbursed in an Alternative Currency, the Applicable Time specified by an the Issuing Lender which is not a Lender, on the Administrative Agent for the amount date of any payment made by the Administrative Agent Issuing Lender (each such date, an “Honor Date”); provided that the Borrower may, subject to the conditions to borrowing set forth herein, request in respect of any drawing under any accordance with Section 2.5 or Section 2.6 and the provisions below that such Letter of Creditpayment to be reimbursed in Dollars be financed with an ABR Revolving Loan or Swingline Loan in an equivalent amount and, to the extent so financed, the Borrower’s obligation to make such payment shall be discharged and replaced by the resulting ABR Revolving Loan or Swingline Loan. Each such payment shall be made to the relevant Issuing Lender or the Administrative Agent, as the case may be, Agent at its address for notices specified referred to herein in lawful money of the United States of America applicable currency and in immediately available funds. If any draft shall be presented for payment under any Letter of Credit, (a) in Promptly following receipt by the case Administrative Agent of any Letter of Credit issued by an Issuing Lender which is a Lender, such Issuing Lender shall promptly notify payment from the Borrower of the date and amount thereof and (b) in the case of any Letter of Credit issued by an Issuing Lender which is not a Lenderpursuant to this paragraph, the Administrative Agent shall promptly notify distribute such payment to the Borrower of the date and amount thereof. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower prior to 12:00 Noon, New York City time, on any Business Day, of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the next Business Day. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower after 12:00 Noon, New York City time, on any Business Day of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the second succeeding Business DayLender. Interest shall be payable on any and all such amounts remaining unpaid by the Borrower under this Section from the date of on which the related relevant drawing is paid until payment in full at the rate set forth in (ix) until the second Business Day following next succeeding the date of such drawingthe relevant notice, Section 2.15(b2.14(b) and (iiy) thereafter, Section 2.15(c2.14(c). Each drawing under any In the case of a Letter of Credit denominated in an Alternative Currency, the Borrower shall (unless an event reimburse the Administrative Agent, for the account of the type described Issuing Lender, in clause such Alternative Currency, unless the Issuing Lender (i) or (ii) of Section 8(fat its option) shall have occurred and be continuing with respect to the Borrower, in which case the procedures specified in Section 3.4 for funding by L/C Participants such notice that it will require reimbursement 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 Issuing Lender shall apply) constitute a request by the Borrower to the Administrative Agent for a borrowing pursuant to Section 2.5 of Base Rate Loans (or, at the option of notify the Administrative Agent and the Swing Line Lender in their sole discretion, a borrowing pursuant to Section 2.7 Borrower of Swing Line Loans) in the Dollar Equivalent of the amount of such drawingthe drawing promptly following the determination thereof. The Borrowing Date with respect In the event that (A) a drawing denominated in an Alternative Currency is to such borrowing be reimbursed in Dollars pursuant to the first sentence of this paragraph and (B) the Dollar amount paid by the Borrower, whether on or after the Honor Date, shall not be adequate on the date of such 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 Issuing Lender for the loss resulting from its inability on that date to purchase the Alternative Currency in the full amount of the drawing.

Reimbursement Obligation of the Borrower. The Issuing Lender shall notify the Administrative Agent who shall in turn notify the Borrower agrees, in accordance with the terms of the provisions of this Section, to reimburse (a) in date and amount paid by the case of Issuing Lender under any Letter of Credit issued by an Issuing Lender which is a Lender, such Credit. The Borrower agrees to reimburse the Issuing Lender for the amount of (ia) such draft or other demand for payment so paid and (iib) any taxes, fees, charges or other costs or expenses (other than taxes or similar amounts) incurred by the Issuing Lender in connection with such payment and (b) in on the case of any Letter of Credit issued by an Issuing Lender next Business Day following the date on which is not a Lender, the Administrative Agent for the amount of any payment made by the Administrative Agent in respect of any drawing under any Borrower receives such Letter of Creditnotice. Each such payment shall be made to the relevant Issuing Lender or the Administrative Agent, as the case may be, at its address for notices specified referred to herein in lawful money of the United States of America Dollars and in immediately available funds. If any draft shall be presented for payment under any Letter of Credit, (a) in the case of any Letter of Credit issued by an Issuing Lender which is a Lender, such Issuing Lender shall promptly notify the Borrower of the date and amount thereof and (b) in the case of any Letter of Credit issued by an Issuing Lender which is not a Lender, the Administrative Agent shall promptly notify the Borrower of the date and amount thereof. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower prior to 12:00 Noon, New York City time, on any Business Day, of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the next Business Day. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower after 12:00 Noon, New York City time, on any Business Day of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the second succeeding Business Day. Interest shall be payable on any and all such amounts remaining unpaid by the Borrower under this Section from the date of on which the related drawing relevant draft or other demand for payment is paid until payment in full at the rate set forth in (i) until the second Business Day following next succeeding the date of such drawingthe relevant notice, Section 2.15(b4.5(b) and (ii) thereafter, Section 2.15(c4.5(c). Each drawing under any Letter of Credit shall (unless an event of the type described in clause (i) or (ii) of Section 8(f9.1(f) shall have occurred and be continuing with respect to the Borrower, in which case case, the procedures specified in Section 3.4 3.10 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 3.2 of Alternative Base Rate Loans (or, at the option of the Administrative Agent and the Swing Line Lender in their sole discretion, a borrowing pursuant to Section 2.7 of Swing Line Loans) in the amount of such drawing. The Borrowing Date with respect to such borrowing shall be the first date on which a borrowing of Revolving Loans could be made, pursuant to Section 3.2, if the Administrative Agent had received a notice of such drawingborrowing at the time the Administrative Agent receives notice from the Issuing Lender of such drawing under such Letter of Credit.

Reimbursement Obligation of the Borrower. (a) The Borrower agrees, agrees to reimburse the applicable Issuing Lender in accordance with this Section upon notification to the terms Borrower of the provisions date and amount of this Section, to reimburse (a) in the case of a draft presented under any Letter of Credit issued by an Issuing Lender which is a Lender, and paid by such Issuing Lender for the amount of (i) such draft so paid (an “LC Disbursement”) and (ii) any taxes, fees, charges or other reasonable costs or expenses incurred by the such Issuing Lender in connection with such payment and payment. (b) If the Borrower is notified as provided in the immediately preceding sentence by 2:00 P.M., New York City time, on any day, then the Borrower shall so reimburse such 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 such Issuing Lender by 12:00 Noon, New York City time, on the second succeeding Business Day. (c) Each drawing under a Letter of Credit shall (unless an event of the type described in Section 8(f) shall have occurred and be continuing with respect to the Borrower, in which case the procedures set forth in Section 3.4 for the funding of participations shall apply, and other than an LC Disbursement in respect of an Alternative Currency Letter of Credit) constitute a request by the Borrower to the Administrative Agent for a borrowing, in the amount of such drawing of ABR Revolving Loans pursuant to Section 2.5 (or, at the option of the Administrative Agent and the Swingline Lender in their sole discretion, a borrowing of Swingline Loans pursuant to Section 2.6). The Borrowing Date with respect to any such borrowing shall be the first date on which a borrowing of Revolving Loans (or, if applicable, Swingline Loans) could be made pursuant to Section 2.5 (or, if applicable, Section 2.72.6) if the Administrative Agent had received a notice of such borrowing at the time of such drawing under such Letter of Credit. (d) Each payment under this Section 3.5 shall be made to the applicable Issuing Lender at its address for notices specified herein in immediately available funds in (i) in the case of any Letter of Credit issued by an Issuing Lender which is not a Lender, the Administrative Agent for the amount of any payment made by the Administrative Agent in respect of any drawing under any such Letter of Credit. Each such payment shall be made to the relevant Issuing Lender or the Administrative Agent, as the case may be, at its address for notices specified herein in lawful money of the United States of America and in immediately available funds. If any draft shall be presented for payment under any an Alternative Currency Letter of Credit, Dollars, and (aii) in the case of any Letter of Credit issued by an Issuing Lender which is a Lender, such Issuing Lender shall promptly notify the Borrower of the date and amount thereof and (b) in the case of any Letter of Credit issued by an Issuing Lender which is not a Lender, the Administrative Agent shall promptly notify the Borrower of the date and amount thereof. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower prior to 12:00 Noon, New York City time, on any Business Day, of any drawing under any Alternative Currency Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the next Business Day. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower after 12:00 Noon, New York City time, on any Business Day of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the second succeeding Business DayAlternative Currency. Interest shall be payable on any and all amounts remaining unpaid by the Borrower under this Section from the date of the related drawing such amounts become payable (whether at stated maturity, by acceleration or otherwise) until payment in full full, at the rate set forth in (i) until the second Business Day following the date of such payment of the applicable drawing, Section 2.15(b2.14(b) and (ii) thereafter, Section 2.15(c2.14(c), in each case payable on demand. Each drawing under If the Borrower’s reimbursement of, or obligation to reimburse, any Letter of Credit shall (unless an event of amounts in any Alternative Currency would subject the type described Administrative Agent, the applicable Issuing Lender or any Revolving Lender to any stamp duty, ad valorem charge or similar tax that would not be payable if such reimbursement were made or required to be made in clause Dollars, the Borrower shall, at its option, either (i) pay the amount of any such tax requested by the Administrative Agent, such Issuing Lender or such Revolving Lender, as the case may be, or (ii) of Section 8(f) shall have occurred and be continuing with respect reimburse each LC Disbursement made in such Alternative Currency in Dollars, in an amount equal to the Borrower, in which case the procedures specified in Section 3.4 for funding by L/C Participants shall apply) constitute a request by Dollar Equivalent of such LC Disbursement. If the Borrower fails to reimburse such Issuing Lender for the amount of any LC Disbursement in respect of an Alternative Currency Letter of Credit issued by such Issuing Lender, (i) automatically and with no further action required, the Borrower’s obligation to reimburse the applicable LC Disbursement shall be permanently converted into an obligation to reimburse the Dollar Equivalent of such LC Disbursement and (ii) the Administrative Agent for a borrowing pursuant to Section 2.5 of Base Rate Loans (or, at shall notify the option applicable Issuing Lender and each Revolving Lender of the Administrative Agent applicable LC Disbursement, the Dollar Equivalent thereof, the payment then due from the Borrower in respect thereof and the Swing Line Lender in their sole discretion, a borrowing pursuant to Section 2.7 of Swing Line Loans) in the amount of such drawing. The Borrowing Date with respect to such borrowing shall be the date of such drawingLender’s Revolving Percentage thereof.

Reimbursement Obligation of the Borrower. If any draft or other form of demand shall be presented for payment under any Letter of Credit, the Issuing Lender shall promptly notify the Borrower of the date and amount thereof. The Borrower agrees, in accordance with agrees to reimburse the terms Issuing Lender within one Business Day of the provisions date on which the Issuing Lender notifies the Borrower and the Administrative Agent of this Section, to reimburse (a) in the case date and amount of a draft presented under any Letter of Credit issued and paid by an Issuing Lender which is a Lender, such the Issuing Lender for the amount of (ia) such draft so paid and (iib) any taxes, fees, charges or other costs or expenses incurred by the Issuing Lender in connection with such payment (the amounts described in the foregoing subsections (a) and (b) in the case of any Letter of Credit issued by an Issuing Lender which is not a Lender, the Administrative Agent for the amount of any payment made by the Administrative Agent in respect of any drawing under any such Letter of Creditdrawing, collectively, the “Payment Amount”). Each such payment shall be made to the relevant Administrative Agent at the Payment Office, for the account of the Issuing Lender, in Dollars and in immediately available funds. The Administrative Agent shall distribute such payments to the Issuing Lender or the Administrative Agent, as the case may be, promptly upon receipt at its address for notices specified herein in lawful money of the United States of America and in immediately available funds. If any draft shall be presented for payment under any Letter of Credit, (a) in the case of any Letter of Credit issued by an Issuing Lender which is a Lender, such Issuing Lender shall promptly notify the Borrower of the date and amount thereof and (b) in the case of any Letter of Credit issued by an Issuing Lender which is not a Lender, the Administrative Agent shall promptly notify the Borrower of the date and amount thereof. If the relevant Issuing Lender or the Administrative Agent, like funds as the case may be, notifies the Borrower prior to 12:00 Noon, New York City time, on any Business Day, of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the next Business Day. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower after 12:00 Noon, New York City time, on any Business Day of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the second succeeding Business Dayreceived. Interest shall be payable on any and all amounts remaining unpaid by the Borrower under this Section each Payment Amount from the date of the related applicable drawing until payment in full at the rate set forth in (i) until the second first Business Day following the date notice of such drawingthe applicable drawing is received by the Borrower from the Issuing Lender, Section 2.15(b) and (ii) thereafter, Section 2.15(c). Each drawing under any Letter of Credit shall (unless an event of the type described in clause subsection (i) or (ii) of Section 8(f) shall have occurred and be continuing with respect to the Borrower, in which 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 Revolving Credit Loans that are Base Rate Loans (or, at the option of the Administrative Agent and the Swing Line Lender in their sole discretion, a borrowing pursuant to Section 2.7 of Swing Line Loans) in the amount of such drawing. The Borrowing Date with respect to such borrowing shall be the first date on which the conditions set forth in Section 5.3 (other than Section 5.3(a)) are satisfied (or, if Swing Line Loans are then available, the first date on which the conditions set forth in Section 2.7 are satisfied) after such drawing under such Letter of such drawingCredit.

Reimbursement Obligation of the Borrower. The In order to induce the Administrative Agent to issue, extend and renew each Letter of Credit and the Banks to participate therein, the Borrower agreeshereby agrees to reimburse or pay to the Administrative Agent, in accordance with for the terms account of the provisions Administrative Agent or (as the case may be) the Banks, with respect to each Letter of this SectionCredit issued, to reimburse extended or renewed by the Administrative Agent hereunder, (a) except as otherwise expressly provided in the case of Section 5.2(b) and (c), on each date that any draft presented under such Letter of Credit issued is honored by an Issuing Lender which is the Administrative Agent, or the Administrative Agent otherwise makes a Lenderpayment with respect thereto, such Issuing Lender for the amount of (i) the amount paid by the Administrative Agent under or with respect to such draft so paid Letter of Credit, and (ii) the amount of any taxestaxes (other than income taxes or franchise taxes or taxes on profits), fees, charges or other costs or and expenses whatsoever incurred by the Issuing Lender Administrative Agent or any Bank in connection with such payment and (b) in the case of any Letter of Credit issued by an Issuing Lender which is not a Lender, the Administrative Agent for the amount of any payment made by the Administrative Agent in or any Bank under, or with respect of any drawing under any to, such Letter of Credit (it being understood that such payment to the Administrative Agent may, subject to the satisfaction of the conditions set forth herein, be made from the proceeds of a Revolving Credit Loan made to the Borrower pursuant to Section 2.6.3), 63 -54- (b) upon 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 Banks and the Administrative Agent as cash collateral for all Reimbursement 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 Section 15, 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 Banks and the Administrative Agent as cash collateral for all Reimbursement Obligations. Each such payment shall be made to the relevant Issuing Lender or Administrative Agent at the Administrative Agent, as the case may be, at its address for notices specified herein in lawful money of the United States of America and 's Head Office in immediately available funds. If any draft shall be presented for payment under any Letter of Credit, funds or (a) in the case of any Letter clause (a) of this Section 5.2) from the direct application of the proceeds of a Revolving Credit issued by an Issuing Lender which is a Lender, such Issuing Lender shall promptly notify Loan made pursuant to Section 2.6.3 hereof. In the event that the obligations of the Borrower under Section 5.2(a) can not, in compliance with the provisions of this Credit Agreement, be satisfied in full by the date and amount thereof and (b) in the case making of any Letter of a Revolving Credit issued by an Issuing Lender which is not a LenderLoan pursuant to Section 2.6.3, the Administrative Agent shall promptly so notify the Borrower Borrower, in which case the obligations of the date Borrower under Section 5.2(a) shall be immediately due and amount thereof. If the relevant Issuing Lender or payable to the Administrative Agent, as the case may be, notifies the Borrower prior to 12:00 Noon, New York City time, on any Business Day, of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the next Business Day. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower after 12:00 Noon, New York City time, on any Business Day of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the second succeeding Business Day. Interest shall be payable on any and all amounts remaining unpaid by the Borrower under this Section 5.2 at any time from the date of the related drawing such amounts become due and payable (whether as stated in this Section 5.2, by acceleration or otherwise) until payment in full at the rate set forth in (i) until the second Business Day following the date of such drawing, Section 2.15(b) and (ii) thereafter, Section 2.15(c). Each drawing under any Letter of Credit shall (unless an event of the type described in clause (i) whether before or (ii) of Section 8(fafter judgment) shall have occurred and be continuing with respect to the Borrower, in which case the procedures specified in Section 3.4 for funding by L/C Participants shall apply) constitute a request by the Borrower payable to the Administrative Agent for a borrowing pursuant to Section 2.5 of Base Rate Loans (or, on demand at the option of rate specified in Section 6.11 for overdue principal on the Administrative Agent and the Swing Line Lender in their sole discretion, a borrowing pursuant to Section 2.7 of Swing Line Revolving Credit Loans) in the amount of such drawing. The Borrowing Date with respect to such borrowing shall be the date of such drawing.

Reimbursement Obligation of the Borrower. The An Issuing Lender shall notify the Borrower agrees, in accordance with the terms of the provisions date and amount of this Section, to reimburse (a) in the case of a draft presented under any Letter of Credit issued and paid by an such Issuing Lender which is a Lender, . The Borrower agrees to reimburse such Issuing Lender for the amount of (ia) such draft so paid and (iib) any taxes, fees, charges or other costs or expenses (other than taxes or similar amounts) incurred by the such Issuing Lender in connection with such payment and (b) in on the case of any Letter of Credit issued by an Issuing Lender which is not a Lender, Business Day after the Administrative Agent for the amount of any payment made by the Administrative Agent in respect of any drawing under any Borrower receives such Letter of Creditnotice. Each such payment shall be made to the relevant such Issuing Lender or the Administrative Agent, as the case may be, at its address for notices specified referred to herein in lawful money of the United States of America Dollars and in immediately available funds. If any draft shall be presented for payment under any Letter of Credit, (a) in the case of any Letter of Credit issued by an Issuing Lender which is a Lender, such Issuing Lender shall promptly notify the Borrower of the date and amount thereof and (b) in the case of any Letter of Credit issued by an Issuing Lender which is not a Lender, the Administrative Agent shall promptly notify the Borrower of the date and amount thereof. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower prior to 12:00 Noon, New York City time, on any Business Day, of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the next Business Day. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower after 12:00 Noon, New York City time, on any Business Day of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the second succeeding Business Day. Interest shall be payable on any and all such amounts remaining unpaid by the Borrower under this Section from the date of on which the related drawing relevant draft is paid until payment in full at the rate set forth in (i) until the second Business Day following next succeeding the date of such drawingthe relevant notice, Section 2.15(b4.5(b) in respect of Revolving Loans and (ii) thereafter, Section 2.15(c4.5(c). Each drawing under any Letter of Credit shall (unless an event of the type described in clause (i) or (ii) of Section 8(f9.1(f) shall have occurred and be continuing with respect to the Borrower, in which case the procedures specified in Section 3.4 3.10 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 3.2 of Base Rate Loans (or, at the option of the Administrative Agent and the Swing Line Swingline Lender in their sole discretion, a borrowing pursuant to Section 2.7 3.4 of Swing Line Swingline Loans) in the amount of such drawing. The Borrowing Date with respect to such borrowing shall be the first date on which a borrowing of Revolving Loans (or, if applicable, Swingline Loans) could be made, pursuant to Section 3.2 (or, if applicable, Section 3.4), if the Administrative Agent had received a notice of such drawingborrowing at the time the Administrative Agent receives notice from an Issuing Lender of such drawing under such Letter of Credit.

Reimbursement Obligation of the Borrower. The Borrower agrees, in accordance with the terms of the provisions of this Section, to reimburse (a) The Borrower agrees ---------------------------------------- to reimburse the Issuing Lender (it being understood that such reimbursement shall be effected by means of a borrowing of Loans unless the Administrative 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 case Issuing ------------- Lender of the date and amount of a draft presented under any Letter of Credit issued and paid by an the Issuing Lender which is a Lender, such Issuing Lender for the amount of (i) such draft so paid and (ii) any taxes, fees, charges or other costs or expenses incurred by the Issuing Lender in connection with such payment and (b) in the case of any Letter of Credit issued by an Issuing Lender which is not a Lender, the Administrative Agent for the amount of any payment made by the Administrative Agent in respect of any drawing under any such Letter of Creditpayment. Each such payment shall be made to the relevant Issuing Lender, at the office of the Issuing Lender or the Administrative Agent, as the case may be, at its address for notices specified herein in lawful money of the United States of America Schedule 1.1A in Dollars and in immediately available funds. If any draft shall be presented for payment under any Letter of Credit, (a) in ------------- on the case of any Letter of Credit issued by an Issuing Lender date on which is a Lender, such Issuing Lender shall promptly notify the Borrower of receives such notice, if received prior to 11:00 A.M., Dallas, Texas, time, on a Business Day and otherwise on the date and amount thereof and next succeeding Business Day. (b) in the case of any Letter of Credit issued by an Issuing Lender which is not a Lender, the Administrative Agent shall promptly notify the Borrower of the date and amount thereof. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower prior to 12:00 Noon, New York City time, on any Business Day, of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the next Business Day. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower after 12:00 Noon, New York City time, on any Business Day of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the second succeeding Business Day. Interest shall be payable on any and all amounts remaining unpaid by the Borrower under this Section 3.5, (i) from the date the draft under ----------- the affected Letter of Credit is paid by the related drawing Issuing 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 at the rate set forth which would be payable on any Loans which were then overdue. Except as otherwise specified in (i) until the second Business Day following the date of such drawingSection 3.5(a), Section 2.15(b) and (ii) thereafter, Section 2.15(c). Each each drawing under any Letter of Credit shall (unless an event of the type described in clause (i) or (ii) of Section 8(f) shall have occurred and be continuing with respect to the Borrower, in which 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 of Loans that are ABR Loans pursuant to Section 2.5 of Base Rate Loans (or, at the option of the Administrative Agent and the Swing Line Lender in their sole discretion, a borrowing pursuant to Section 2.7 of Swing Line Loans) 2.3 in the amount ----------- of such drawing. The Borrowing Date with respect to such borrowing shall be the date of payment of such drawingdrawing and the proceeds of such Loans shall be applied by the Administrative Agent to reimburse the Issuing Lender for the amounts paid under such Letter of Credit.

Reimbursement Obligation of the Borrower. The In order to induce the Administrative Agent to issue, extend and renew each Letter of Credit and the Banks to participate therein, the Borrower agreeshereby agrees to reimburse or pay to the Administrative Agent, in accordance with for the terms account of the provisions Administrative Agent or (as the case may be) the Banks, with respect to each Letter of this SectionCredit issued, to reimburse extended or renewed by the Administrative Agent hereunder, (a) except as otherwise expressly provided in the case of Sections 5.2(b) and (c) below, on each date that any draft presented under such Letter of Credit issued is honored by an Issuing Lender which is the Administrative Agent, or the Administrative Agent otherwise makes a Lenderpayment with respect thereto, such Issuing Lender for the amount of (i) the amount paid by the Administrative Agent under or with respect to such draft so paid Letter of Credit, and (ii) the amount of any taxes, fees, charges or other costs or and expenses whatsoever incurred by the Issuing Lender Administrative Agent or any Bank in connection with such payment and (b) in the case of any Letter of Credit issued by an Issuing Lender which is not a Lender, the Administrative Agent for the amount of any payment made by the Administrative Agent in or any Bank under, or with respect of any drawing under any to, such Letter of Credit, (b) upon the reduction (but not termination) of the Tranche A Commitment Amount 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 Obligations, and (c) upon the termination of the Tranche A Commitment Amount, or the acceleration of the Reimbursement Obligations with respect to all Letters of Credit in accordance with Section 15 hereof, 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 Banks and the Administrative Agent as cash collateral for all Reimbursement Obligations. Each such payment shall be made to the relevant Issuing Lender or Administrative Agent at the Administrative Agent, as the case may be, at its address for notices specified herein in lawful money of the United States of America and 's Head Office in immediately available funds. If any draft shall be presented for payment under any Letter of Credit, (a) in the case of any Letter of Credit issued by an Issuing Lender which is a Lender, such Issuing Lender shall promptly notify the Borrower of the date and amount thereof and (b) in the case of any Letter of Credit issued by an Issuing Lender which is not a Lender, the Administrative Agent shall promptly notify the Borrower of the date and amount thereof. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower prior to 12:00 Noon, New York City time, on any Business Day, of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the next Business Day. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower after 12:00 Noon, New York City time, on any Business Day of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the second succeeding Business Day. Interest shall be payable on any and all amounts remaining unpaid by the Borrower under this Section 5.2, at any time from the date of the related drawing such amounts become due and payable (whether as stated in this Section 5.2, by acceleration or otherwise) until payment in full at the rate set forth in (i) until the second Business Day following the date of such drawingwhether before or after judgment), Section 2.15(b) and (ii) thereafter, Section 2.15(c). Each drawing under any Letter of Credit shall (unless an event of the type described in clause (i) or (ii) of Section 8(f) shall have occurred and be continuing with respect to the Borrower, in which case the procedures specified in Section 3.4 for funding by L/C Participants shall apply) constitute a request by the Borrower payable to the Administrative Agent on demand at the rate specified in Section 6.10 hereof for a borrowing pursuant to Section 2.5 of Base Rate Loans (or, at the option of the Administrative Agent and the Swing Line Lender in their sole discretion, a borrowing pursuant to Section 2.7 of Swing Line Loans) in the amount of such drawing. The Borrowing Date with respect to such borrowing shall be the date of such drawing.

Reimbursement Obligation of the Borrower. (a) The Borrower agrees, agrees to reimburse the Issuing Lender in accordance with this Section upon notification to the terms Borrower of the provisions date and amount of this Section, to reimburse (a) in the case of a draft presented under any Letter of Credit issued and paid by an Issuing Lender which is a Lender, such the Issuing Lender for the amount of (i) such draft so paid and (ii) any taxes, fees, charges or other reasonable costs or expenses incurred by the Issuing Lender in connection with such payment and payment. (b) If the Borrower is notified as provided in the case of immediately preceding sentence by 2:00 P.M., New York City time, on any day, 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. (c) Each drawing under an Letter of Credit issued shall (unless an event of the type described in Section 8(f) shall have occurred and be continuing with respect to the Borrower, in which case the procedures set forth in Section 3.4 for the funding of participations shall apply) constitute a request by an Issuing Lender which is not a Lender, the Borrower to the Administrative Agent for a borrowing, in the amount of any payment made by such drawing of ABR Revolving Loans pursuant to Section 2.5 (or, at the option of the Administrative Agent and the Swingline Lender in their sole discretion, a borrowing of Swingline Loans pursuant to Section 2.6). The Borrowing Date with respect to any such borrowing shall be the first date on which a borrowing of any Revolving Loans (or, if applicable, Swingline Loans) could be made pursuant to Section 2.5 (or, if applicable, Section 2.7) if the Administrative Agent had received a notice of such borrowing at the time of such drawing under any such Letter of Credit. . (d) Each such payment under this Section 3.5 shall be made to the relevant Issuing Lender or the Administrative Agent, as the case may be, at its address for notices specified herein in lawful money of the United States of America and in immediately available funds. If any draft shall be presented for payment under any Letter of Credit, (a) in the case of any Letter of Credit issued by an Issuing Lender which is a Lender, such Issuing Lender shall promptly notify the Borrower of the date and amount thereof and (b) in the case of any Letter of Credit issued by an Issuing Lender which is not a Lender, the Administrative Agent shall promptly notify the Borrower of the date and amount thereof. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower prior to 12:00 Noon, New York City time, on any Business Day, of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the next Business Day. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower after 12:00 Noon, New York City time, on any Business Day of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the second succeeding Business Day. Interest shall be payable on any and all amounts remaining unpaid by the Borrower under this Section from the date of the related drawing such amounts become payable (whether at stated maturity, by acceleration or otherwise) until payment in full full, at the rate set forth in (i) until the second Business Day following the date of such payment of the applicable drawing, Section 2.15(b2.14(b) and (ii) thereafter, Section 2.15(c2.14(c). Each drawing under any Letter of Credit shall (unless an event of the type described in clause (i) or (ii) of Section 8(f) shall have occurred and be continuing with respect to the Borrower, in which each 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 (or, at the option of the Administrative Agent and the Swing Line Lender in their sole discretion, a borrowing pursuant to Section 2.7 of Swing Line Loans) in the amount of such drawing. The Borrowing Date with respect to such borrowing shall be the date of such drawingpayable on demand.

Reimbursement Obligation of the Borrower. The Borrower agreesagrees to reimburse each Issuing Lender, in accordance with the terms within one Business Day of the provisions date on which such Issuing Lender notifies the Borrower of this Section, to reimburse (a) in the case date and amount of a draft presented under any Letter of Credit issued and paid by an such Issuing Lender which is a Lender, such Issuing Lender for the amount of (ia) such draft so paid 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 (a) and (b) in the case of any Letter of Credit issued by an Issuing Lender which is not a Lender, the Administrative Agent for the amount of any payment made by the Administrative Agent in respect of any drawing under any such Letter of Creditdrawing, collectively, the "Payment Amount"). Each such payment shall be made to the relevant such Issuing Lender or the Administrative Agent, as the case may be, at its address for notices specified herein in lawful money of the United States of America and in immediately available funds. If any draft shall be presented for payment under any Letter of Credit, (a) in the case of any Letter of Credit issued by an Issuing Lender which is a Lender, such Issuing Lender shall promptly notify the Borrower of the date and amount thereof and (b) in the case of any Letter of Credit issued by an Issuing Lender which is not a Lender, the Administrative Agent shall promptly notify the Borrower of the date and amount thereof. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower prior to 12:00 Noon, New York City time, on any Business Day, of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the next Business Day. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower after 12:00 Noon, New York City time, on any Business Day of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the second succeeding Business Day. Interest shall be payable on any and all amounts remaining unpaid by the Borrower under this Section each Payment Amount from the date of the related applicable drawing until payment in full at the rate set forth in (i) until the second Business Day following the date of such the applicable drawing, Section 2.15(b) and (ii) thereafter, Section 2.15(c). Each drawing under any Letter of Credit shall (unless an event of the type described in clause (i) or (ii) of Section 8(f) shall have occurred and be continuing with respect to the Borrower, in which 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 (or, at the option of the Administrative Agent and the Swing Line Lender in their sole discretion, a borrowing pursuant to Section 2.7 of Swing Line Loans) in the amount of such drawing. The Borrowing Date with respect to such borrowing shall be the first date on which a borrowing of Revolving Credit Loans (or, if applicable, Swing Line Loans) could be made, pursuant to Section 2.5 (or, if applicable, Section 2.7), if the Administrative Agent had received a notice of such drawingborrowing at the time the Administrative Agent receives notice from the relevant Issuing Lender of such drawing under such Letter of Credit.

Reimbursement Obligation of the Borrower. The Borrower agrees, in accordance with the terms In order to induce each of the provisions Fronting Bank and the LC Administrator (on behalf of this Sectionthe Lenders) to issue, extend and renew each Letter of Credit and the Lenders to reimburse participate therein, the Borrower hereby agrees: (a) in to reimburse or pay to the Applicable Issuing Party for the account of the Applicable Issuing Party or (as the case of any may be) the applicable Lenders, with respect to each Letter of Credit issued issued, extended or renewed by an the Applicable Issuing Lender which Party hereunder, on each date that any draft presented under such Letter of Credit is a Lenderhonored by the Applicable Issuing Party, such Issuing Lender the Dollar Equivalent as of the date and for the amount of (i) paid by such draft so paid and (ii) any taxes, fees, charges Person under or other costs or expenses incurred by the Issuing Lender in connection with respect to such payment and (b) in the case of any Letter of Credit issued by Credit, provided, that, the failure of the Borrower to immediately reimburse such Person for amounts due pursuant to this Section 2.2.5(a) shall be an Issuing Lender which is not a LenderEvent of Default and upon the occurrence of such Event of Default, the Administrative Agent for may issue a Notice of Exclusive Control and apply all or any portion of the amount of any Pledged Collateral towards the payment made by obligations described herein, and (b) that the Administrative Agent may, upon the acceleration of the Obligations in accordance with Section 11, exercise all rights and remedies in respect of the Pledged Collateral and any drawing under any such Letter proceeds thereof, to collect an amount equal to the Dollar Equivalent of Creditthe then outstanding Obligations. Each such payment contemplated by Section 2.2.5(a) shall be made to the relevant Applicable Issuing Lender or the Administrative Agent, as the case may be, 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. If any draft shall be presented for payment under any Letter of Credit, (a) in the case of any Letter of Credit issued by an Issuing Lender which is a Lender, such Issuing Lender shall promptly notify the Borrower of the date and amount thereof and (b) in the case of any Letter of Credit issued by an Issuing Lender which is not a Lender, the Administrative Agent shall promptly notify the Borrower of the date and amount thereof. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower prior to 12:00 Noon, New York City time, on any Business Day, of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the next Business Day. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower after 12:00 Noon, New York City time, on any Business Day of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the second succeeding Business Day. Interest shall be payable on any and all amounts remaining unpaid by the Borrower under this Section 2.2.5 at any time from the date of the related drawing such amounts become due and payable (whether as stated in this Section 2.2.5, by acceleration or otherwise) until payment in full at the rate set forth in (i) until the second Business Day following the date of such drawing, Section 2.15(b) and (ii) thereafter, Section 2.15(c). Each drawing under any Letter of Credit shall (unless an event of the type described in clause (i) whether before or (ii) of Section 8(fafter judgment) shall have occurred and be continuing with respect to the Borrower, in which case the procedures specified in Section 3.4 for funding by L/C Participants shall apply) constitute a request by the Borrower payable to the Administrative Agent for a borrowing pursuant to on demand at the rate specified in Section 2.5 of Base Rate Loans (or2.2.6. Any Pledged Collateral or proceeds thereof collected by the Administrative Agent may be, at the option of the Administrative Agent and the Swing Line Lender in their Agent’s sole discretion, converted into the applicable Alternative Currency, with any such conversion costs being considered a borrowing pursuant collection expense and added to Section 2.7 the Obligations. All payments of Swing Line Loans) in Fees, interest and Reimbursement Obligations to the amount of such drawing. The Borrowing Date with respect to such borrowing Lenders shall be made in Dollars even if the date underlying Letter of such drawingCredit is denominated in an Alternative Currency.

Reimbursement Obligation of the Borrower. The Borrower agreesagrees to reimburse each Issuing Lender, in accordance with on the terms next Business Day after such Issuing Lender notifies the Borrower of the provisions date and amount of this Section, to reimburse (a) in the case of a draft presented under any Letter of Credit issued and paid by an such Issuing Lender which is a Lender, such Issuing Lender for the amount of (ia) such draft so paid 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 (a) and (b) in the case of any Letter of Credit issued by an Issuing Lender which is not a Lender, the Administrative Agent for the amount of any payment made by the Administrative Agent in respect of any drawing under any such Letter of Creditdrawing, collectively, the “Payment Amount”). Each such payment shall be made to the relevant such Issuing Lender or the Administrative Agent, as the case may be, at its address for notices specified herein in lawful money of the United States of America and in immediately available funds. If any draft shall be presented for payment under any Letter of Credit, (a) in the case of any Letter of Credit issued by an Issuing Lender which is a Lender, such Issuing Lender shall promptly notify the Borrower of the date and amount thereof and (b) in the case of any Letter of Credit issued by an Issuing Lender which is not a Lender, the Administrative Agent shall promptly notify the Borrower of the date and amount thereof. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower prior to 12:00 Noon, New York City time, on any Business Day, of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the next Business Day. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower after 12:00 Noon, New York City time, on any Business Day of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the second succeeding Business Day. Interest shall be payable on any and all amounts remaining unpaid by the Borrower under this Section each Payment Amount from the date of the related applicable drawing until payment in full at the rate set forth in (i) until the second Business Day following the date of such the applicable drawing, Section 2.15(b) and (ii) thereafter, Section 2.15(c). Each drawing under any Letter of Credit shall (unless an event a Default of the type described in clause (i) or (ii) of Section 8(f8.1(f) shall have occurred and be continuing with respect to the Borrower, in which 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 borrowing, pursuant to Section 2.5 2.5, of Base Rate Loans (or, at the option of the Administrative Agent and the Swing Line Lender in their sole discretion, a borrowing pursuant to Section 2.7 of Swing Line Loans) in the amount of such drawing. The Borrowing Date with respect to such borrowing shall be the first date on which a borrowing of Revolving Credit Loans (or, if applicable, Swing Line Loans) could be made, pursuant to Section 2.5 (or, if applicable, pursuant to Section 2.7), if the Administrative Agent had received a notice of such drawingborrowing at the time the Administrative Agent receives notice from the relevant Issuing Lender of such drawing under such Letter of Credit.

Reimbursement Obligation of the Borrower. The Borrower agrees, in accordance with the terms of the provisions of this Section, agrees to reimburse (a) in the case of any Letter of Credit issued by an Issuing Lender which is a Lender, such each Issuing Lender for the amount of (ia) such draft so paid and (iib) any taxes, fees, charges or other costs Other Taxes or expenses incurred by the such Issuing Lender in connection with such payment (the amounts described in the foregoing clauses (a) and (b) in the case of any Letter of Credit issued by an Issuing Lender which is not a Lender, the Administrative Agent for the amount of any payment made by the Administrative Agent in respect of any drawing under any drawing, collectively, the “Payment Amount”), on the Business Day that the Borrower receives notice of such Letter of Creditdraft, if such notice is received on such day (or if the Borrower shall have received such notice later than 10:00 A.M. New York City time on such Business Day, on the immediately following Business Day). Each such payment shall be made to the relevant such Issuing Lender or the Administrative Agent, as the case may be, at its address for notices specified herein in lawful money of the United States of America Dollars and in immediately available funds. If any draft shall be presented for payment under any Letter of Credit, (a) in the case of any Letter of Credit issued by an Issuing Lender which is a Lender, such Issuing Lender shall promptly notify the Borrower of the date and amount thereof and (b) in the case of any Letter of Credit issued by an Issuing Lender which is not a Lender, the Administrative Agent shall promptly notify the Borrower of the date and amount thereof. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower prior to 12:00 Noon, New York City time, on any Business Day, of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the next Business Day. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower after 12:00 Noon, New York City time, on any Business Day of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the second succeeding Business Day. Interest shall be payable on any and all amounts remaining unpaid by the Borrower under this Section each Payment Amount from the date of the related applicable drawing until payment in full at the rate set forth in (i) until the second Business Day following the date of such the applicable drawing, Section 2.15(b5.8(b) and (ii) thereafter, Section 2.15(c5.8(c). Each drawing under any Letter of Credit shall (unless an event of the type described in clause Section 10(g), (ih) or (ii) of Section 8(fi)Section 10(g) shall have occurred and be continuing with respect to the Borrower, in which case the procedures specified in Section 3.4 4.4(a) 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 3.2 of Base Rate Loans (or, at the option of the Administrative Agent and the Swing Line Lender in their sole discretion, a borrowing pursuant to Section 2.7 of Swing Line Loans) in the amount of such drawing. The Borrowing Date with respect to such borrowing shall be the first date on which a borrowing of Revolving Credit Loans could be made, pursuant to Section 3.2, if the Administrative Agent had received a notice of such drawingborrowing at the time the Administrative Agent receives notice from the relevant Issuing Lender of such drawing under such Letter of Credit.

Reimbursement Obligation of the Borrower. (a) The Borrower agrees, agrees to reimburse the applicable Issuing Lender in accordance with this Section upon notification to the terms of Borrower 64 509265-1832-141352041-Active.21575686.1328267668.14 (b) If the provisions of this Section, to reimburse (a) Borrower is notified as provided in the case of immediately preceding sentence by 2:00 P.M., New York City time, on any Letter of Credit issued by an Issuing Lender which is a Lenderday, then the Borrower shall so reimburse such Issuing Lender for the amount of (i) such draft so paid and (ii) any taxes, fees, charges or other costs or expenses incurred by the Issuing Lender in connection with such payment and (b) in the case of any Letter of Credit issued by an Issuing Lender which is not a Lender, the Administrative Agent for the amount of any payment made by the Administrative Agent in respect of any drawing under any such Letter of Credit. Each such payment shall be made to the relevant Issuing Lender or the Administrative Agent, as the case may be, at its address for notices specified herein in lawful money of the United States of America and in immediately available funds. If any draft shall be presented for payment under any Letter of Credit, (a) in the case of any Letter of Credit issued by an Issuing Lender which is a Lender, such Issuing Lender shall promptly notify the Borrower of the date and amount thereof and (b) in the case of any Letter of Credit issued by an Issuing Lender which is not a Lender, the Administrative Agent shall promptly notify the Borrower of the date and amount thereof. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower prior to 12:00 Noon, New York City time, on any the next succeeding Business Day, of and, if so notified after 2:00 P.M., New York City time, on any drawing under any Letter of Creditday, the Borrower shall so reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the next Business Day. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower after by 12:00 Noon, New York City time, on any Business Day of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the second succeeding Business Day. (c) Each drawing under a Letter of Credit shall (unless an event of the type described in Section 8(f) shall have occurred and be continuing with respect to the Borrower, in which case the procedures set forth in Section 3.4 for the funding of participations shall apply) constitute a request by the Borrower to the Administrative Agent for a borrowing, in the amount of such drawing of ABR Revolving Loans pursuant to Section 2.5 (or, at the option of the Administrative Agent and the Swingline Lender in their sole discretion, a borrowing of Swingline Loans pursuant to Section 2.6). The Borrowing Date with respect to any such borrowing shall be the first date on which a borrowing of Revolving Loans (or, if applicable, Swingline Loans) could be made pursuant to Section 2.5 (or, if applicable, Section 2.6) if the Administrative Agent had received a notice of such borrowing at the time of such drawing under such Letter of Credit. (d) Each payment under this Section 3.5 shall be made to the applicable Issuing Lender at its address for notices specified herein in immediately available funds in Dollars. Interest shall be payable on any and all amounts remaining unpaid by the Borrower under this Section from the date of the related drawing such amounts become payable (whether at stated maturity, by acceleration or otherwise) until payment in full full, at the rate set forth in (i) until the second Business Day following the date of such payment of the applicable drawing, Section 2.15(b2.14(b) and (ii) thereafter, Section 2.15(c2.14(c). Each drawing under any Letter of Credit shall (unless an event of the type described in clause (i) or (ii) of Section 8(f) shall have occurred and be continuing with respect to the Borrower, in which each 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 (or, at the option of the Administrative Agent and the Swing Line Lender in their sole discretion, a borrowing pursuant to Section 2.7 of Swing Line Loans) in the amount of such drawing. The Borrowing Date with respect to such borrowing shall be the date of such drawingpayable on demand.

Reimbursement Obligation of the Borrower. The An Issuing Lender shall notify the Borrower agrees, in accordance with the terms of the provisions date and amount of this Section, to reimburse (a) in the case of a drawing presented under any Letter of Credit issued and paid by an such Issuing Lender which is a Lender, . The Borrower agrees to reimburse such Issuing Lender for the amount of (ia) such draft drawing so paid and (iib) any taxes, fees, charges or other costs or expenses (other than taxes or similar amounts) incurred by the such Issuing Lender in connection with such payment and (b) in on the case of any Letter of Credit issued by an Issuing Lender which is not a Lender, Business Day after the Administrative Agent for the amount of any payment made by the Administrative Agent in respect of any drawing under any Borrower receives such Letter of Creditnotice. Each such payment shall be made to the relevant such Issuing Lender or the Administrative Agent, as the case may be, at its address for notices specified referred to herein in lawful money of the United States of America Dollars and in immediately available funds. If any draft shall be presented for payment under any Letter of Credit, (a) in the case of any Letter of Credit issued by an Issuing Lender which is a Lender, such Issuing Lender shall promptly notify the Borrower of the date and amount thereof and (b) in the case of any Letter of Credit issued by an Issuing Lender which is not a Lender, the Administrative Agent shall promptly notify the Borrower of the date and amount thereof. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower prior to 12:00 Noon, New York City time, on any Business Day, of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the next Business Day. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower after 12:00 Noon, New York City time, on any Business Day of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the second succeeding Business Day. Interest shall be payable on any and all such amounts remaining unpaid by the Borrower under this Section from the date of on which the related relevant drawing is paid until payment in full at the rate set forth in (i) until the second Business Day following next succeeding the date of such drawingthe relevant notice, Section 2.15(b) at the Base Rate plus the Applicable Margin and (ii) thereafter, at the rate set forth in Section 2.15(c)2.7 in respect of Revolving Credit Loans. Each drawing under any Letter of Credit shall (unless an event of the type described in clause (i) or (ii) of Section 8(f8.1(f) shall have occurred and be continuing with respect to the Borrower, in which case the procedures specified in Section 3.4 2.8(i) 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 2.1B(b) of Base Rate Loans (or, at the option of the Administrative Agent and the Swing Line Swingline Lender in their sole discretion, a borrowing pursuant to Section 2.7 2.28 of Swing Line Swingline Loans) in the amount of such drawing. The Borrowing Date with respect to such borrowing shall be the first date on which a borrowing of Revolving Credit Loans (or, if applicable, Swingline Loans) could be made, pursuant to Section 2.1B(b) (or, if applicable, Section 2.28), if the Administrative Agent had received a notice of such drawingborrowing at the time the Administrative Agent receives notice from an Issuing Lender of such drawing under such Letter of Credit.

Reimbursement Obligation of the Borrower. The Borrower agrees, in accordance with agrees to reimburse the terms Issuing Lender through the Administrative Agent on the Business Day next succeeding the Business Day on which the Issuing Lender notifies the Borrower and the Administrative Agent of the provisions date and amount of this Section, to reimburse (a) in the case of a draft presented under any Letter of Credit issued and paid by an Issuing Lender which is a Lender, such the Issuing Lender for the amount of (ia) such draft so paid and (iib) any taxes, fees, charges or other costs or expenses incurred by the Issuing Lender in connection with such payment and (b) in the case of any Letter of Credit issued by an Issuing Lender which is not a Lender, the Administrative Agent for the amount of any payment made by the Administrative Agent in respect of any drawing under any such Letter of Creditpayment. Each such payment shall be made to the relevant Issuing Lender or the Administrative Agent, as the case may be, at its address for notices specified herein in lawful money of the United States of America Dollars and in immediately available funds. If any draft shall be presented for payment under any Letter of Credit, (a) in the case of any Letter of Credit issued by an Issuing Lender which is a Lender, such Issuing Lender shall promptly notify the Borrower of the date and amount thereof and (b) in the case of any Letter of Credit issued by an Issuing Lender which is not a Lender, the Administrative Agent shall promptly notify the Borrower of the date and amount thereof. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower prior to 12:00 Noon, New York City time, on any Business Day, of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the next Business Day. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower after 12:00 Noon, New York City time, on any Business Day of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the second succeeding Business Day. Interest shall be payable on any and all such amounts remaining unpaid by the Borrower under this Section from the date of on which the related drawing relevant draft is paid until payment in full at the rate set forth in (i) until the second Business Day following next succeeding the date of such drawingthe relevant notice, Section 2.15(bsubsection 3.4(b) and (ii) thereafter, Section 2.15(csubsection 3.4(e). Each drawing under any Letter of Credit shall (unless an event of the type described in clause (i) or (ii) of Section 8(fsubsection 10(g) shall have occurred and be continuing with respect to the Borrower, in which case the procedures specified in Section 3.4 subsection 5.4 for funding by L/C Participants shall apply) constitute a request by the Borrower to the Administrative Agent for a borrowing pursuant to Section subsection 2.5 of Base Rate ABR Loans (or, at the option of the Administrative Agent and the Swing Line Lender in their sole discretion, a borrowing pursuant to Section 2.7 of Swing Line Loans) in the amount of such drawingdrawing (and the minimum borrowing amount in such subsection shall not apply to such borrowing). The Borrowing Date with respect to such borrowing shall be the first date on which a borrowing of Revolving Credit Loans could be made, pursuant to subsection 2.5, if the Administrative Agent had received a notice of such drawingborrowing at the time the Administrative Agent receives notice from the relevant Issuing Lender of such drawing under such Letter of Credit.

Reimbursement Obligation of the Borrower. The Borrower agreesagrees to reimburse each Issuing Lender, in accordance with within one Business Day (or two Business Days if the terms Borrower and the Administrative Agent are notified on after 11:00 a.m. New York City time on such date) after the Business Day on which such Issuing Lender notifies the Borrower and the Administrative Agent of the provisions date and amount of this Section, to reimburse (a) in the case of a draft presented under any Letter of Credit issued and paid by an such Issuing Lender which is a Lender, such Issuing Lender for the amount of (ia) such draft so paid 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 (a) and (b) in the case of any Letter of Credit issued by an Issuing Lender which is not a Lender, the Administrative Agent for the amount of any payment made by the Administrative Agent in respect of any drawing under any such Letter of Creditdrawing, collectively, the “Payment Amount”). Each such payment shall be made to the relevant such Issuing Lender or through the Administrative Agent, as the case may be, Agent in lawful money at its address for notices specified herein in lawful money of the United States of America and in immediately available funds. If any draft shall be presented for payment under any Letter of Credit, (a) in the case of any Letter of Credit issued by an Issuing Lender which is a Lender, such Issuing Lender shall promptly notify the Borrower of the date and amount thereof and (b) in the case of any Letter of Credit issued by an Issuing Lender which is not a Lender, the Administrative Agent shall promptly notify the Borrower of the date and amount thereof. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower prior to 12:00 Noon, New York City time, on any Business Day, of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the next Business Day. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower after 12:00 Noon, New York City time, on any Business Day of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the second succeeding Business Day. Interest shall be payable on any and all amounts remaining unpaid by the Borrower under this Section each Payment Amount from the date of the related applicable drawing until payment in full at the rate set forth in (i) until the second Business Day following the date of such the applicable drawing, Section 2.15(b2.11(b) and (ii) thereafter, Section 2.15(c2.11(c). Each notice from an Issuing Lender of a drawing under any Letter of Credit shall (unless an event of the type described in clause (i) or (ii) of Section 8(f) shall have occurred and be continuing with respect to the Borrower, in which 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 2.2 of Base Rate Loans (or, at the option of the Administrative Agent and the applicable Swing Line Lender in their sole discretion, a borrowing pursuant to Section 2.7 2.4 of Swing Line Loans) in the amount of such drawing. The Borrowing Date with respect to such borrowing shall be the first date on which a borrowing of Revolving Credit Loans (or, if applicable, Swing Line Loans) could be made, pursuant to Section 2.2 (or, if applicable, Section 2.4), if the Administrative Agent had received a notice of such drawingborrowing at the time the Administrative Agent receives notice from the relevant Issuing Lender of such drawing under such Letter of Credit.

Reimbursement Obligation of the Borrower. (a) The Borrower agrees, agrees to reimburse the applicable Issuing Lender in accordance with this Section upon notification to the terms Borrower of the provisions date and amount of this Section, to reimburse (a) in the case of a draft presented under any Letter of Credit issued by an Issuing Lender which is a Lender, and paid by such Issuing Lender for the amount of (i) such draft so paid (an “LC Disbursement”) and (ii) any taxes, fees, charges or other reasonable costs or expenses incurred by the such Issuing Lender in connection with such payment and payment. (b) If the Borrower is notified as provided in the immediately preceding sentence by 2:00 P.M., New York City time, on any day, then the Borrower shall so reimburse such 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 such Issuing Lender by 12:00 Noon, New York City time, on the second succeeding Business Day. (c) Each drawing under a Letter of Credit shall (unless an event of the type described in Section 8(f) shall have occurred and be continuing with respect to the Borrower, in which case the procedures set forth in Section 3.4 for the funding of participations shall apply, and other than an LC Disbursement in respect of an Alternative Currency Letter of Credit) constitute a request by the Borrower to the Administrative Agent for a borrowing, in the amount of such drawing of ABR Revolving Loans pursuant to Section 2.5 (or, at the option of the Administrative Agent and the Swingline Lender in their sole discretion, a borrowing of Swingline Loans pursuant to Section 2.6). The Borrowing Date with respect to any such borrowing shall be the first date on which a borrowing of Revolving Loans (or, if applicable, Swingline Loans) could be made pursuant to Section 2.5 (or, if applicable, Section 2.7) if the Administrative Agent had received a notice of such borrowing at the time of such drawing under such Letter of Credit. (d) Each payment under this Section 3.5 shall be made to the applicable Issuing Lender at its address for notices specified herein in immediately available funds in (i) in the case of any Letter of Credit issued by an Issuing Lender which is not a Lender, the Administrative Agent for the amount of any payment made by the Administrative Agent in respect of any drawing under any such Letter of Credit. Each such payment shall be made to the relevant Issuing Lender or the Administrative Agent, as the case may be, at its address for notices specified herein in lawful money of the United States of America and in immediately available funds. If any draft shall be presented for payment under any an Alternative Currency Letter of Credit, Dollars, and (aii) in the case of any Letter of Credit issued by an Issuing Lender which is a Lender, such Issuing Lender shall promptly notify the Borrower of the date and amount thereof and (b) in the case of any Letter of Credit issued by an Issuing Lender which is not a Lender, the Administrative Agent shall promptly notify the Borrower of the date and amount thereof. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower prior to 12:00 Noon, New York City time, on any Business Day, of any drawing under any Alternative Currency Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the next Business Day. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower after 12:00 Noon, New York City time, on any Business Day of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the second succeeding Business DayAlternative Currency. Interest shall be payable on any and all amounts remaining unpaid by the Borrower under this Section from the date of the related drawing such amounts become payable (whether at stated maturity, by acceleration or otherwise) until payment in full full, at the rate set forth in (i) until the second Business Day following the date of such payment of the applicable drawing, Section 2.15(b2.14(b) and (ii) thereafter, Section 2.15(c2.14(c), in each case payable on demand. Each drawing under If the Borrower’s reimbursement of, or obligation to reimburse, any Letter of Credit shall (unless an event of amounts in any Alternative Currency would subject the type described Administrative Agent, the applicable Issuing Lender or any Revolving Lender to any stamp duty, ad valorem charge or similar tax that would not be payable if such reimbursement were made or required to be made in clause Dollars, the Borrower shall, at its option, either (i) pay the amount of any such tax requested by the Administrative Agent, such Issuing Lender or such Revolving Lender, as the case may be, or (ii) of Section 8(f) shall have occurred and be continuing with respect reimburse each LC Disbursement made in such Alternative Currency in Dollars, in an amount equal to the Borrower, in which case the procedures specified in Section 3.4 for funding by L/C Participants shall apply) constitute a request by Dollar Equivalent of such LC Disbursement. If the Borrower fails to reimburse such Issuing Lender for the amount of any LC Disbursement in respect of an Alternative Currency Letter of Credit issued by such Issuing Lender, (i) automatically and with no further action required, the Borrower’s obligation to reimburse the applicable LC Disbursement shall be permanently converted into an obligation to reimburse the Dollar Equivalent of such LC Disbursement and (ii) the Administrative Agent for a borrowing pursuant to Section 2.5 of Base Rate Loans (or, at shall notify the option applicable Issuing Lender and each Revolving Lender of the Administrative Agent applicable LC Disbursement, the Dollar Equivalent thereof, the payment then due from the Borrower in respect thereof and the Swing Line Lender in their sole discretion, a borrowing pursuant to Section 2.7 of Swing Line Loans) in the amount of such drawing. The Borrowing Date with respect to such borrowing shall be the date of such drawingLender’s Revolving Percentage thereof.

Reimbursement Obligation of the Borrower. In the event the Issuing Lender has determined to honor a drawing under a Letter of Credit, the Issuing Lender shall immediately notify the Borrower and the Administrative Agent of the amount of such drawing. The Borrower agrees, in accordance with agrees to reimburse the terms Issuing Lender on each date on which the Issuing Lender notifies the Borrower of the provisions date and amount of this Section, to reimburse (a) in the case of a drawing paid under any Letter of Credit issued by an Issuing Lender which is a Lender, such Issuing Lender for the amount of (ia) such draft drawing so paid and (iib) any taxes, fees, charges or other costs or expenses incurred by the Issuing Lender in connection with such payment and (b) in payment; provided, however that subject to the case following proviso, upon the Administrative Agent's receipt of notification from the Issuing Lender of the amount of any drawing paid under any Letter of Credit issued by Credit, the Borrower shall be deemed to have given a timely Notice of Borrowing hereunder to the Administrative Agent requesting the Lenders to make an L/C Loan on such date in an amount equal to the amount of such drawing and, regardless of whether or not the conditions precedent specified in Article V, have been satisfied, the Lenders shall make L/C Loans in such amount, the proceeds of which shall be applied to reimburse the Issuing Lender which for the amount of the related drawing; provided further however that, notwithstanding anything in the foregoing to the contrary, in the event that at the time of any drawing under a Letter of Credit the amounts then on deposit in the Collateral Account for the cash collateralization of Letter of Credit pursuant to Section 2.3(b)(iv)(B) are equal to or greater than one hundred five percent (105%) of the then outstanding L/C Obligations and so long as no Default or Event of Default has then occurred or is not a Lendercontinuing, the Administrative Agent for shall disburse amounts from the Collateral Account to reimburse the Issuing Lender in the amount of any payment made such drawing (and the LC Loan Commitments shall be automatically and permanently reduced by the Administrative Agent such amount) and no Notice of Borrowing shall be deemed to have been given pursuant to this Section 3.5 in respect of any drawing under any such Letter of Creditdrawing. Each such payment shall be made to the relevant Issuing Lender or the Administrative Agent, as the case may be, at its address for notices specified herein in lawful money of the United States of America and in immediately available funds. If any draft shall be presented for payment under any Letter of Credit, (a) in the case of any Letter of Credit issued by an Issuing Lender which is a Lender, such Issuing Lender shall promptly notify the Borrower of the date and amount thereof and (b) in the case of any Letter of Credit issued by an Issuing Lender which is not a Lender, the Administrative Agent shall promptly notify the Borrower of the date and amount thereof. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower prior to 12:00 Noon, New York City time, on any Business Day, of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the next Business Day. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower after 12:00 Noon, New York City time, on any Business Day of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the second succeeding Business Day. Interest shall be payable on any and all amounts remaining unpaid by the Borrower under this Section Article III from the date of the related drawing such amounts become payable (whether at stated maturity, by acceleration or otherwise) until payment in full at the rate set forth in (i) until the second Business Day following the date of such drawing, Section 2.15(b) and (ii) thereafter, Section 2.15(c). Each drawing under which would be payable on any Letter of Credit shall (unless an event of the type described in clause (i) or (ii) of Section 8(f) shall have occurred and be continuing with respect to the Borrower, in which case the procedures specified in Section 3.4 for funding by outstanding 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 (or, at the option of the Administrative Agent and the Swing Line Lender in their sole discretion, a borrowing pursuant to Section 2.7 of Swing Line Loans) in the amount of such drawing. The Borrowing Date with respect to such borrowing shall be the date of such drawingwhich were then overdue.

Reimbursement Obligation of the Borrower. The In order to induce the Fronting Bank to issue, extend and renew each Letter of Credit and the Banks to participate therein, the Borrower hereby agrees, except as contemplated in accordance with the terms of the provisions of this SectionSection 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 Section 3.2(b) and (c) or Section 3.3, promptly upon notification by the case of Fronting Bank or the Agent that any draft presented under such Letter of Credit issued is honored by an Issuing Lender which is the Fronting Bank, or the Fronting Bank otherwise makes a Lenderpayment with respect thereto, such Issuing Lender for the amount of (i) the amount paid by the Fronting Bank under or with respect to such draft so paid Letter of Credit, and (ii) any taxesamounts payable pursuant to Section 5.5 under, feesor with respect to, charges or other costs or expenses incurred by the Issuing Lender in connection with such payment and (b) in the case of any Letter of Credit issued by an Issuing Lender which is not a Lender, the Administrative Agent for the amount of any payment made by the Administrative Agent in respect of any drawing under any such Letter of Credit, (b) upon 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 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 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 relevant Issuing Lender or Agent for the Administrative Agent, as the case may be, at its address for notices specified herein in lawful money benefit of the United States of America and Banks at the Agent's Head Office in immediately available funds. If any draft shall be presented for payment under any Letter of Credit, (a) in the case of any Letter of Credit issued by an Issuing Lender which is a Lender, such Issuing Lender shall promptly notify the Borrower of the date and amount thereof and (b) in the case of any Letter of Credit issued by an Issuing Lender which is not a Lender, the Administrative Agent shall promptly notify the Borrower of the date and amount thereof. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower prior to 12:00 Noon, New York City time, on any Business Day, of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the next Business Day. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower after 12:00 Noon, New York City time, on any Business Day of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the second succeeding Business Day. Interest shall be payable on any and all amounts not converted to a Revolving Credit Loan pursuant to Section 3.3 and remaining unpaid by the Borrower under this Section 3.2 at any time from the date of the related drawing 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 Agent for the benefit of the Banks on demand at the rate set forth in (i) until the second Business Day following the date of such drawing, Section 2.15(b) and (ii) thereafter, Section 2.15(c). Each drawing under any Letter of Credit shall (unless an event of the type described in clause (i) or (ii) of Section 8(f) shall have occurred and be continuing with respect to the Borrower, in which case the procedures specified in Section 3.4 5.9 for funding by L/C Participants shall apply) constitute a request by overdue principal on the Borrower to the Administrative Agent for a borrowing pursuant to Section 2.5 of Base Rate Loans (or, at the option of the Administrative Agent and the Swing Line Lender in their sole discretion, a borrowing pursuant to Section 2.7 of Swing Line Loans) in the amount of such drawing. The Borrowing Date with respect to such borrowing shall be the date of such drawing.

Reimbursement Obligation of the Borrower. The Borrower agrees, agrees to reimburse the Issuing Lender in accordance with the terms immediately following sentence upon notification of the provisions Borrower of this Section, to reimburse (a) in the case date and amount of a draft presented under any Revolving Letter of Credit issued and paid by an Issuing Lender which is a Lender, such the Issuing Lender for the amount of (ia) such draft so paid and (iib) any taxes, fees, charges or other costs or expenses incurred by the Issuing Lender in connection with such payment and (b) payment. If the Borrower is notified as provided in the case of immediately preceding sentence by 2:00 P.M., New York City time, on any Letter of Credit issued by an day, then the Borrower shall so reimburse the Issuing Lender which is not a Lenderby 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 Administrative Agent for Borrower shall so reimburse the amount of any payment made Issuing Lender by 12:00 Noon, New York City time, on the Administrative Agent in respect of any drawing under any such Letter of Creditsecond succeeding Business Day. Each such payment shall be made to the relevant Issuing Lender or the Administrative Agent, as the case may be, at its address for notices specified herein in lawful money of the United States of America and in immediately available funds. If any draft shall be presented for payment under any Letter of Credit, (a) in the case of any Letter of Credit issued by an Issuing Lender which is a Lender, such Issuing Lender shall promptly notify the Borrower of the date and amount thereof and (b) in the case of any Letter of Credit issued by an Issuing Lender which is not a Lender, the Administrative Agent shall promptly notify the Borrower of the date and amount thereof. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower prior to 12:00 Noon, New York City time, on any Business Day, of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the next Business Day. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower after 12:00 Noon, New York City time, on any Business Day of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the second succeeding Business Day. Interest shall be payable on any and all amounts remaining unpaid by the Borrower under this Section from the date of the related drawing such amounts become payable (whether at stated maturity, by acceleration or otherwise) until payment in full at the rate set forth in (i) until the second Business Day following the date of such payment of the applicable drawing, Section 2.15(b2.14(b) and (ii) thereafter, Section 2.15(c2.14(c) (but only, in the case of the NJ Letter of Credit, to the extent such payment of such drawing has not been refunded by the LC Participants as contemplated in the next succeeding sentence). Each Notwithstanding anything to the contrary herein, in the case of any payment of any drawing under any the NJ Letter of Credit Credit, the Issuing Lender shall (unless an event notify the relevant LC Participants that such payment of such drawing is to be refunded by such LC Participants through the type described in clause (i) or (ii) purchase of Section 8(f) shall have occurred and be continuing with respect to the Borrower, in which 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 participating interests pursuant to Section 2.5 3.4 that will constitute LC/MD Reimbursement Loans, with the funding date thereof to be the second Business Day after the date of Base Rate Loans (or, at the option of the Administrative Agent and the Swing Line Lender in their sole discretion, a borrowing pursuant to Section 2.7 of Swing Line Loans) in the amount payment of such drawing. The Borrowing Date with respect Any such LC/MD Reimbursement Loans shall initially be ABR Loans and may from time to such borrowing time thereafter be Eurodollar Loans or ABR Loans, as contemplated by Section 2.1. In the event that, for any reason, any portion of the LC/MD Reimbursement Loans required to be funded by the relevant LC Participants as provided above are not so funded, the Borrower shall be obligated to reimburse the Issuing Lender for such unfunded amounts no later than the date of that is three Business Days after the date such drawingfunding by the LC Participants was otherwise required to be made.

Reimbursement Obligation of the Borrower. The Borrower agrees, in accordance with agrees to reimburse the terms Issuing Lender no later than three Business Days after the date on which the Issuing Lender notifies the Borrower of the provisions date and amount of this Section, to reimburse (a) in the case of a draft presented under any Letter of Credit issued and paid by an Issuing Lender which is a Lender, such the Issuing Lender for the amount of (ia) such draft so paid and (iib) any taxes, fees, charges or other costs or expenses incurred by the Issuing Lender in connection with such payment and (b) in the case of any Letter of Credit issued by an Issuing Lender which is not a Lender, the Administrative Agent for the amount of any payment made by the Administrative Agent in respect of any drawing under any such Letter of Creditpayment. Each such payment shall be made to the relevant Issuing Lender or the Administrative Agent, as the case may be, at its address for notices specified herein in lawful money of the United States of America and in immediately available funds. If any draft shall be presented for payment under any Letter of Credit, (a) in the case of any Letter of Credit issued by an Issuing Lender which is a Lender, such Issuing Lender shall promptly notify the Borrower of the date and amount thereof and (b) in the case of any Letter of Credit issued by an Issuing Lender which is not a Lender, the Administrative Agent shall promptly notify the Borrower of the date and amount thereof. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower prior to 12:00 Noon, New York City time, on any Business Day, of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the next Business Day. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower after 12:00 Noon, New York City time, on any Business Day of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the second succeeding Business Day. Interest shall be payable on any and all amounts remaining unpaid by the Borrower under this Section from the date of the related applicable drawing until payment in full at the rate set forth in (i) until the second third Business Day following notice to the date of such drawingBorrower, Section 2.15(b4.5(b) and (ii) thereafter, Section 2.15(c4.5(c). Each Unless the Borrower shall otherwise notify the Issuing Lender and the Administrative Agent, each drawing under any Letter of Credit shall (unless an event of the type described in clause (i) or (ii) of Section 8(f9(f) shall have occurred and be continuing with respect to the Borrower, in which case the procedures specified in Section 3.4 3.10 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 3.2 of Base Rate Loans (or, at the option of the Administrative Agent and the Swing Line Lender in their sole discretion, a borrowing pursuant to Section 2.7 3.4 of Swing Line Loans) in the amount of such drawing. The Borrowing Date with respect to such borrowing shall be the first date on which a borrowing of Revolving Credit Loans (or, if applicable, Swing Line Loans) could be made, pursuant to Section 3.2 or, if applicable, Section 3.4), if the Administrative Agent had received a notice of such drawingborrowing at the time the Administrative Agent receives notice from the relevant Issuing Lender of such drawing under such Letter of Credit.

Reimbursement Obligation of the Borrower. The Borrower agrees, in accordance with agrees to reimburse the terms Issuing Lender on the same Business Day on which the Issuing Lender notifies the Borrower of the provisions date and amount of this Section, to reimburse (a) in the case of a draft presented under any Letter of Credit issued and paid by an Issuing Lender which is a Lender, such the Issuing Lender for the amount of (ia) such draft so paid and (iib) any taxes, fees, charges or other costs or expenses incurred by the Issuing Lender in connection with such payment and (b) in provided that the case of any Letter of Credit issued by an Borrower shall have received such notice prior to 10:00 A.M., New York City time on such Business Day, if such notice is not received prior to 10:00 A.M., then the Borrower shall so reimburse the Issuing Lender which is not a Lender, on the Administrative Agent for Business Day immediately following the amount Borrower's receipt of any payment made by the Administrative Agent in respect of any drawing under any such Letter of Creditnotice. Each such payment shall be made to the relevant Issuing Lender or the Administrative Agent, as the case may be, at its address for notices specified referred to herein in lawful money of the United States of America Dollars and in immediately available funds. If any draft shall be presented for payment under any Letter of Credit, (a) in the case of any Letter of Credit issued by an Issuing Lender which is a Lender, such Issuing Lender shall promptly notify the Borrower of the date and amount thereof and (b) in the case of any Letter of Credit issued by an Issuing Lender which is not a Lender, the Administrative Agent shall promptly notify the Borrower of the date and amount thereof. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower prior to 12:00 Noon, New York City time, on any Business Day, of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the next Business Day. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower after 12:00 Noon, New York City time, on any Business Day of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the second succeeding Business Day. Interest shall be payable on any and all such amounts remaining unpaid by the Borrower under this Section from the date of on which the related drawing relevant draft is paid until payment in full at the rate set forth in (i) until the second Business Day following next succeeding the date of such drawingthe relevant notice, Section 2.15(b4.5(b) and (ii) thereafter, Section 2.15(c4.5(c). Each drawing under any Letter of Credit shall (unless an event of the type described in clause (i) or (ii) of Section 8(f9(f) shall have occurred and be continuing with respect to the Borrower, in which case the procedures specified in Section 3.4 3.18 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 3.2 of Base Rate Loans (or, at the option of the Administrative Agent and the Swing Line Lender in their sole discretion, a borrowing pursuant to Section 2.7 of Swing Line Loans) in the amount of such drawing. The Borrowing Date with respect to such borrowing shall be the first date on which a borrowing of Revolving Loans could be made, pursuant to Section 3.2, if the Administrative Agent had received a notice of such drawingborrowing at the time the Administrative Agent receives notice from the relevant Issuing Lender of such drawing under such Letter of Credit.

Reimbursement Obligation of the Borrower. The Borrower agrees, in accordance with the terms of the provisions of this Section, agrees to reimburse each Issuing Lender on (ai) in the case Business Day on which the Borrower receives notice from an Issuing Lender of any a drawing on a Letter of Credit issued by an Issuing Lender which is a Lender, such Issuing Lender and paid by such Issuing Lender, if such notice is received on such Business Day prior to 11:00 A.M., New York City time, or (ii) if clause (i) above does not apply, the Business Day immediately following the day on which the Borrower receives such notice, for the amount of (i) such draft so paid and (ii) any taxes, fees, charges or other costs or expenses incurred by the such Issuing Lender in connection with such payment which are obligations of the Borrower hereunder (the amounts described in the foregoing clauses (a) and (b) in the case of any Letter of Credit issued by an Issuing Lender which is not a Lender, the Administrative Agent for the amount of any payment made by the Administrative Agent in respect of any drawing under any such Letter of Creditdrawing, collectively, the “Payment Amount”). Each such payment shall be made to the relevant such Issuing Lender or the Administrative Agent, as the case may be, at its address for notices specified herein in lawful money of the United States of America and in immediately available funds. If any draft shall be presented for payment under any Letter of Credit, (a) in the case of any Letter of Credit issued by an Issuing Lender which is a Lender, such Issuing Lender shall promptly notify the Borrower of the date and amount thereof and (b) in the case of any Letter of Credit issued by an Issuing Lender which is not a Lender, the Administrative Agent shall promptly notify the Borrower of the date and amount thereof. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower prior to 12:00 Noon, New York City time, on any Business Day, of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the next Business Day. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower after 12:00 Noon, New York City time, on any Business Day of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the second succeeding Business Day. Interest shall be payable on any and all amounts remaining unpaid by the Borrower under this Section each Payment Amount from the date of the related applicable drawing until payment in full at the rate set forth in (i) until the second Business Day following the date of such the applicable drawing, Section 2.15(b2.11(b) and (ii) thereafter, Section 2.15(c2.11(c). Each drawing under any Letter of Credit If the Borrower fails to make such payment in accordance with the foregoing, such failure shall (unless an event of the type described in clause (i) or (ii) of Section 8(f) shall have occurred and be continuing with respect deemed to the Borrower, in which 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 Designated Agent for a borrowing pursuant to Section 2.5 2.1 of Base Rate ABR Loans (or, at in an amount equal to the option of the Administrative Agent and the Swing Line Lender in their sole discretion, a borrowing pursuant to Section 2.7 of Swing Line Loans) in the amount of such drawingPayment Amount. The Borrowing Date with respect to such borrowing shall be the first date on which a borrowing of Revolving Loans could be made, pursuant to Section 2.1, if the Designated Agent had received a notice of such drawingborrowing at the time the Designated Agent receives notice from the relevant Issuing Lender of such drawing under such Letter of Credit.

Reimbursement Obligation of the Borrower. The Borrower agrees, in accordance with agrees to reimburse each Multicurrency Issuing Lender on each Business Day on which such Multicurrency Issuing Lender notifies the terms Borrower of the provisions date and amount of this Section, to reimburse (a) in the case of a draft presented under any Multicurrency Letter of Credit issued and paid by an Issuing Lender which is a Lender, such Multicurrency Issuing Lender for the amount of (ia) such draft so paid and (iib) any taxes, fees, charges or other costs or expenses incurred by the such Multicurrency Issuing Lender in connection with such payment (the amounts described in the foregoing clauses (a) and (b) in the case of any Letter of Credit issued by an Issuing Lender which is not a Lender, the Administrative Agent for the amount of any payment made by the Administrative Agent in respect of any drawing under any such Letter of Creditdrawing, collectively, the “Payment Amount”). Each such payment shall be made to the relevant such Multicurrency Issuing Lender or the Administrative Agent, as the case may be, at its address for notices specified herein in lawful money the currency in which such Multicurrency Letter of the United States of America Credit was denominated and in immediately available funds. If any draft shall be presented for payment under any Letter of Credit, (a) in the case of any Letter of Credit issued by an Issuing Lender which is a Lender, such Issuing Lender shall promptly notify the Borrower of the date and amount thereof and (b) in the case of any Letter of Credit issued by an Issuing Lender which is not a Lender, the Administrative Agent shall promptly notify the Borrower of the date and amount thereof. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower prior to 12:00 Noon, New York City time, on any Business Day, of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the next Business Day. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower after 12:00 Noon, New York City time, on any Business Day of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the second succeeding Business Day. Interest shall be payable on any and all amounts remaining unpaid by the Borrower under this Section each Payment Amount from the date of the related applicable drawing until payment in full at the rate set forth in (i) until the second Business Day following the date of such the applicable drawing, Section 2.15(b) and (ii) thereafter, Section 2.15(c). Each drawing under any Multicurrency Letter of Credit shall (unless an event of the type described in clause (i) or (ii) of Section 8(f) shall have occurred and be continuing with respect to the Borrower, in which case the procedures specified in Section 3.4 for funding by Multicurrency 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 (or, at the option of the Administrative Agent and the Swing Line Lender in their sole discretion, a borrowing pursuant to Section 2.7 of Swing Line Loans) in the amount of such drawing. The Borrowing Date with respect to such borrowing shall be the first date on which a borrowing of Revolving Credit Loans (or, if applicable, Swing Line Loans) could be made, pursuant to Section 2.5 (or, if applicable, Section 2.7), if the Administrative Agent had received a notice of such drawingborrowing at the time of such drawing under such Multicurrency Letter of Credit.

Reimbursement Obligation of the Borrower. The In order to induce ---------------------------------------- the Administrative Agent to issue, extend and renew each Letter of Credit, the Borrower agrees, in accordance with the terms of the provisions of this Section, hereby agrees to reimburse the Administrative Agent for or to pay the Administrative Agent with respect to each Letter of Credit issued, extended or renewed by the Administrative Agent hereunder, (a) except as otherwise expressly provided in the case of Section 3.2(b) and (c), on each date that any draft presented under such Letter of Credit issued is honored by an Issuing Lender which is the Administrative Agent, or the Administrative Agent otherwise makes a Lenderpayment with respect thereto, such Issuing Lender for the amount of (i) the amount paid by the Administrative Agent under or with respect to such draft so paid Letter of Credit, and (ii) the amount of any taxes, fees, charges or other costs or and expenses whatsoever incurred by the Issuing Lender Administrative Agent or any Bank in connection with such payment and (b) in the case of any Letter of Credit issued by an Issuing Lender which is not a Lender, the Administrative Agent for the amount of any payment made by the Administrative Agent in or any Bank under, or with respect of any drawing under any to, such Letter of Credit; (b) upon the reduction (but not termination) of the Total Commitment in accordance with the provisions hereof to an amount less than the Maximum Drawing Amount, an amount equal to the difference between the maximum Drawing Amount and such reduced Total Commitment, 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 Obligations; and (c) upon the termination of the Total Commitment in accordance with the provisions hereof, or the acceleration of the Reimbursement Obligations with respect to all Letters of Credit in accordance with Section 12, an amount equal to the Maximum Drawing Amount, 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 Obligations. Each Unless funded by a Revolving Credit Loan pursuant to Section 2(e), each such payment shall be made to the relevant Issuing Lender or Administrative Agent at the Administrative Agent's head office at 000 Xxxxxxx Xxxxxx, as the case may beXxxxxx, at its address for notices specified herein in lawful money of the United States of America and Xxxxxxxxxxxxx 00000 in immediately available funds. If any draft shall be presented for payment under any Letter of Credit, (a) in the case of any Letter of Credit issued by an Issuing Lender which is a Lender, such Issuing Lender shall promptly notify the Borrower of the date and amount thereof and (b) in the case of any Letter of Credit issued by an Issuing Lender which is not a Lender, the Administrative Agent shall promptly notify the Borrower of the date and amount thereof. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower prior to 12:00 Noon, New York City time, on any Business Day, of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the next Business Day. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower after 12:00 Noon, New York City time, on any Business Day of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the second succeeding Business Day. Interest shall be payable on any and all amounts remaining unpaid by the Borrower under this Section 3.2 and not funded by a Revolving Credit Loan pursuant to Section 2(e) shall accrue from the date of the related drawing such amounts become due and payable (whether as stated in this Section 3.2, by acceleration or otherwise) until payment paid in full (whether before or after judgment) (i) for the first two days after such amounts have become due and payable, at the rate set forth specified in (iSection 4(a)(i) until the second Business Day following the date of as if such drawing, Section 2.15(b) amounts were Base Rate Loans and (ii) thereafter, Section 2.15(c). Each drawing under any Letter of Credit shall (unless an event of thereafter at the type described in clause (i) or (ii) of Section 8(f) shall have occurred and be continuing with respect to the Borrower, in which case the procedures rate specified in Section 3.4 for funding by L/C Participants 4(d), and shall apply) constitute a request by the Borrower in each case be payable to the Administrative Agent for a borrowing pursuant to Section 2.5 of Base Rate Loans (or, at the option of the Administrative Agent and the Swing Line Lender in their sole discretion, a borrowing pursuant to Section 2.7 of Swing Line Loans) in the amount of such drawing. The Borrowing Date with respect to such borrowing shall be the date of such drawingon demand.

Reimbursement Obligation of the Borrower. The In order to induce the Fronting Bank to issue, extend and renew each Letter of Credit and the Banks to participate therein, the Borrower hereby agrees, except as contemplated in accordance with the terms of the provisions of this SectionSection 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 Section 3.2(b) and (c) or Section 3.3, promptly upon notification by the case of Fronting Bank or the Agent that any draft presented under such Letter of Credit issued is honored by an Issuing Lender which is the Fronting Bank, or the Fronting Bank otherwise makes a Lenderpayment with respect thereto, such Issuing Lender for the amount of (i) the amount paid by the Fronting Bank under or with respect to such draft so paid Letter of Credit, and (ii) any taxesamounts payable pursuant to Section 5.5 hereof under, feesor with respect to, charges or other costs or expenses incurred by the Issuing Lender in connection with such payment and (b) in the case of any Letter of Credit issued by an Issuing Lender which is not a Lender, the Administrative Agent for the amount of any payment made by the Administrative Agent in respect of any drawing under any such Letter of Credit, (b) upon 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 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 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 relevant Issuing Lender or Agent for the Administrative Agent, as the case may be, at its address for notices specified herein in lawful money benefit of the United States of America and Banks at the Agent's Head Office in immediately available funds. If any draft shall be presented for payment under any Letter of Credit, (a) in the case of any Letter of Credit issued by an Issuing Lender which is a Lender, such Issuing Lender shall promptly notify the Borrower of the date and amount thereof and (b) in the case of any Letter of Credit issued by an Issuing Lender which is not a Lender, the Administrative Agent shall promptly notify the Borrower of the date and amount thereof. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower prior to 12:00 Noon, New York City time, on any Business Day, of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the next Business Day. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower after 12:00 Noon, New York City time, on any Business Day of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the second succeeding Business Day. Interest shall be payable on any and all amounts not converted to a Loan pursuant to Section 3.3 and remaining unpaid by the Borrower under this Section 3.2 at any time from the date of the related drawing 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 Agent for the benefit of the Banks on demand at the rate set forth in (i) until the second Business Day following the date of such drawing, Section 2.15(b) and (ii) thereafter, Section 2.15(c). Each drawing under any Letter of Credit shall (unless an event of the type described in clause (i) or (ii) of Section 8(f) shall have occurred and be continuing with respect to the Borrower, in which case the procedures specified in Section 3.4 5.9 for funding by L/C Participants shall apply) constitute a request by overdue principal on the Borrower to the Administrative Agent for a borrowing pursuant to Section 2.5 of Base Rate Loans (or, at the option of the Administrative Agent and the Swing Line Lender in their sole discretion, a borrowing pursuant to Section 2.7 of Swing Line Loans) in the amount of such drawing. The Borrowing Date with respect to such borrowing shall be the date of such drawing.

Reimbursement Obligation of the Borrower. The Borrower agrees, in accordance with the terms of the provisions of this Section, agrees to reimburse (a) in the case of any Letter of Credit issued by an Issuing Lender which is a Lender, such each Issuing Lender for the amount of (ia) such draft so paid and (iib) any taxes, fees, charges or other costs Other Taxes or expenses incurred by the such Issuing Lender in connection with such payment (the amounts described in the foregoing clauses (a) and (b) in the case of any Letter of Credit issued by an Issuing Lender which is not a Lender, the Administrative Agent for the amount of any payment made by the Administrative Agent in respect of any drawing under any drawing, collectively, the “Payment Amount”), on the Business Day that the Borrower receives notice of such Letter of Creditdraft, if such notice is received on such day (or if the Borrower shall have received such notice later than 10:00 A.M. New York City time on such Business Day, on the immediately following Business Day). Each such payment shall be made to the relevant such Issuing Lender or the Administrative Agent, as the case may be, at its address for notices specified herein in lawful money of the United States of America Dollars and in immediately available funds. If any draft shall be presented for payment under any Letter of Credit, (a) in the case of any Letter of Credit issued by an Issuing Lender which is a Lender, such Issuing Lender shall promptly notify the Borrower of the date and amount thereof and (b) in the case of any Letter of Credit issued by an Issuing Lender which is not a Lender, the Administrative Agent shall promptly notify the Borrower of the date and amount thereof. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower prior to 12:00 Noon, New York City time, on any Business Day, of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the next Business Day. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower after 12:00 Noon, New York City time, on any Business Day of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the second succeeding Business Day. Interest shall be payable on any and all amounts remaining unpaid by the Borrower under this Section each Payment Amount from the date of the related applicable drawing until payment in full at the rate set forth in (i) until the second Business Day following the date of such the applicable drawing, Section 2.15(b5.8(b) and (ii) thereafter, Section 2.15(c5.8(c). Each drawing under any Letter of Credit shall (unless an event of the type described in clause Section 10(g), (ih) or (ii) of Section 8(fi) shall have occurred and be continuing with respect to the Borrower, in which case the procedures specified in Section 3.4 4.4(a) 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 3.2 of Base Rate Loans (or, at the option of the Administrative Agent and the Swing Line Lender in their sole discretion, a borrowing pursuant to Section 2.7 of Swing Line Loans) in the amount of such drawing. The Borrowing Date with respect to such borrowing shall be the first date on which a borrowing of Revolving Credit Loans could be made, pursuant to Section 3.2, if the Administrative Agent had received a notice of such drawingborrowing at the time the Administrative Agent receives notice from the relevant Issuing Lender of such drawing under such Letter of Credit.

Reimbursement Obligation of the Borrower. The Borrower agrees, ---------------------------------------- in accordance with the terms of the provisions of this Section, to reimburse (a) in the case of any Letter of Credit issued by an Issuing Lender which is a Lender, such Issuing Lender for the amount of (i) such draft so paid and (ii) any taxes, fees, charges or other costs or expenses incurred by the Issuing Lender in connection with such payment and (b) in the case of any Letter of Credit issued by an Issuing Lender which is not a Lender, the Administrative Agent for the amount of any payment made by the Administrative Agent in respect of any drawing under any such Letter of Credit. Each such payment shall be made to the relevant Issuing Lender or the Administrative Agent, as the case may be, at its address for notices specified herein in lawful money of the United States of America and in immediately available funds. If any draft shall be presented for payment under any Letter of Credit, (a) in the case of any Letter of Credit issued by an Issuing Lender which is a Lender, such Issuing Lender shall promptly notify the Borrower of the date and amount thereof and (b) in the case of any Letter of Credit issued by an Issuing Lender which is not a Lender, the Administrative Agent shall promptly notify the Borrower of the date and amount thereof. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower prior to 12:00 Noon, New York City time, on any Business Day, of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the next Business Day. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower after 12:00 Noon, New York City time, on any Business Day of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the second succeeding Business Day. Interest shall be payable on any and all amounts remaining unpaid by the Borrower under this Section from the date of the related drawing until payment in full at the rate set forth in (i) until the second Business Day following the date of such drawing, Section 2.15(b) and (ii) thereafter, Section 2.15(c). Each drawing under any Letter of Credit shall (unless an event of the type described in clause (i) or (ii) of Section 8(f) shall have occurred and be continuing with respect to the Borrower, in which 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 (or, at the option of the Administrative Agent and the Swing Line Lender in their sole discretion, a borrowing pursuant to Section 2.7 of Swing Line Loans) in the amount of such drawing. The Borrowing Date with respect to such borrowing shall be the date of such drawing.

Reimbursement Obligation of the Borrower. The Issuing Lender shall notify the Borrower agrees, in accordance with the terms of the provisions date and amount of this Section, to reimburse (a) in the case of a draft presented under any Letter of Credit issued and paid by an such Issuing Lender. The Borrower shall reimburse the Issuing Lender which (x) on the same Business Day if demand is a Lender, such made by the Issuing Lender on or prior to 10:00 a.m., New York City time and (y) on the next Business Day if demand is made by the Issuing Lender after 10:00 a.m., New York City time, for the amount of (ia) such draft so paid and (iib) any taxesTaxes, fees, charges or other out-of-pocket costs or expenses incurred by the such Issuing Lender in connection with such payment payment, other than Taxes (i) based upon net income or (ii) payable pursuant to Section 2.20 (the amounts described in the foregoing clauses (a) and (b) in the case of any Letter of Credit issued by an Issuing Lender which is not a Lender, the Administrative Agent for the amount of any payment made by the Administrative Agent in respect of any drawing under any such Letter of Creditdrawing, collectively, the “Payment Amount”). Each such payment shall be made to the relevant such Issuing Lender or the Administrative Agent, as the case may be, at its address for notices specified herein in lawful money of the United States of America and in immediately available funds. If any draft shall be presented for payment under any Letter of Credit, (a) in the case of any Letter of Credit issued by an Issuing Lender which is a Lender, such Issuing Lender shall promptly notify the Borrower of the date and amount thereof and (b) in the case of any Letter of Credit issued by an Issuing Lender which is not a Lender, the Administrative Agent shall promptly notify the Borrower of the date and amount thereof. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower prior to 12:00 Noon, New York City time, on any Business Day, of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the next Business Day. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower after 12:00 Noon, New York City time, on any Business Day of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the second succeeding Business Day. Interest shall be payable on any and all amounts remaining unpaid by the Borrower under this Section each Payment Amount from the date of the related applicable drawing until payment in full at the rate set forth in (i) until the second Business Day following the date of such the applicable drawing, Section 2.15(b2.15(a) and (ii) thereafter, Section 2.15(c2.15(bc). Each drawing under any Letter of Credit shall (unless an event of the type described in clause (i) or (ii) of Section 8(f) shall have occurred and be continuing with respect to the Borrower, in which 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 (or, at the option of the Administrative Agent and the Swing Line Lender in their sole discretion, a borrowing pursuant to Section 2.7 of Swing Line Loans) in the amount of such drawing. The Borrowing Date with respect to such borrowing shall be the first date on which a borrowing of Revolving Credit Loans (or, if applicable, Swing Line Loans) could be made, pursuant to Section 2.5 (or, if applicable, Section 2.7), if the Administrative Agent had received a notice of such drawingborrowing at the time the Administrative Agent receives notice from the relevant Issuing Lender of such drawing under such Letter of Credit.

Reimbursement Obligation of the Borrower. The Borrower agrees, in accordance with the terms of the provisions of this Section, to reimburse (a) in The Borrower ---------------------------------------- agrees to reimburse the case Issuing Lender, upon receipt of notice from the Issuing Lender of the date and amount of a draft presented under any Letter of Credit issued and paid by an the Issuing Lender which is a Lender, such Issuing Lender for the amount of (i) such draft so paid and (ii) any taxes, fees, charges or other costs or expenses incurred by the Issuing Lender in connection with such payment payment. Except as and (b) to the extent otherwise provided in the case of any Letter of Credit issued by an Issuing Lender which is not a Lendersubsection 4.5(c), the Administrative Agent for the amount of any payment made by the Administrative Agent in respect of any drawing under any such Letter of Credit. Each each such payment shall be made to the relevant Issuing Lender or the Administrative Agent, as the case may beLender, at its address for notices specified herein in lawful money of the United States of America Canadian Dollars and in immediately available funds. If any draft shall be presented for payment under any Letter of Credit, (a) in on the case of any Letter of Credit issued by an Issuing Lender date on which is a Lender, such Issuing Lender shall promptly notify the Borrower of receives such notice, if received prior to 11:00 A.M., Toronto time, on a Business Day and otherwise on the date and amount thereof and next succeeding Business Day. (b) in the case of any Letter of Credit issued by an Issuing Lender which is not a Lender, the Administrative Agent shall promptly notify the Borrower of the date and amount thereof. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower prior to 12:00 Noon, New York City time, on any Business Day, of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the next Business Day. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower after 12:00 Noon, New York City time, on any Business Day of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the second succeeding Business Day. Interest shall be payable on any and all amounts payable under subsection 4.5 (a) and remaining unpaid by the Borrower under this Section (i) from the date the draft presented under the affected Letter of Credit is paid to the earlier of the related drawing third Business Day after the date on which the Borrower is required to pay such amounts pursuant to subsection 4.5(a) and the date on which the Borrower pays all such amounts at the rate which would then be payable on any outstanding Prime Rate Loans and (ii) thereafter until payment in full at the rate set forth in which would be payable on any outstanding Prime Rate Loans which were then overdue. (ic) until By 12:00 P.M., Toronto time, on the second first Business Day following the after each date of such drawing, Section 2.15(b) and (ii) thereafter, Section 2.15(c). Each drawing on which a draft is presented under any Letter of Credit shall (unless an event and paid by the Issuing Lender, the Administrative Agent shall, on behalf of the type described Borrower (which hereby irrevocably directs and authorizes the Administrative Agent to act on its behalf), request (in clause (iaccordance with the applicable provisions of subsection 2.3) or (ii) each Lender to make a Revolving Credit Loan in an amount equal to such Lender's Commitment Percentage of Section 8(f) shall have occurred and be continuing with respect the amount of such draft so paid. Each Lender agrees to the Borrower, in which case the procedures specified in Section 3.4 for funding by L/C Participants shall apply) constitute a request by the Borrower make each Revolving Credit Loan so requested available to the Administrative Agent for a borrowing pursuant in accordance with subsection 2.3, provided that the -------- conditions precedent contained in subsection 7.2 to Section 2.5 its obligation to make such Revolving Credit Loan have been satisfied. The proceeds of Base Rate such Revolving Credit Loans shall be made available by the Administrative Agent to the Issuing Lender and applied to the payment (orwhether or not then due) of the obligations of the Borrower under subsection 4.5(a)(i); upon such payment, at the option Borrower shall be deemed to have satisfied such obligations to the extent of such payment. The Issuing Lender shall notify the Administrative Agent and the Swing Line Lender in their sole discretion, Borrower as soon as reasonably practicable of each drawing made under a borrowing pursuant to Section 2.7 Letter of Swing Line LoansCredit and the aggregate principal amount of the Revolving Credit Loans made under this subsection 4.5(c) in the amount of such drawing. The Borrowing Date with respect to such borrowing shall be the date of such drawingthereof.

Reimbursement Obligation of the Borrower. The In order to induce the Fronting Bank to issue, extend and renew each Letter of Credit and the Lenders to participate therein, the Borrower agreeshereby 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) (i) 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, (x) the amount paid by the Fronting Bank under or with respect to such Letter of Credit, and (y) any amounts payable pursuant to §5.3 under, or with respect to, such Letter of Credit (all amounts payable by the Borrower from time to time pursuant to the foregoing clauses (x) and (y) are collectively referred to herein as “Reimbursement Obligations”), and (ii) if any Reimbursement Obligation has not been converted to a Revolving Credit Loan pursuant to Section 5.3 and remains unpaid after the date that is two (2) days after the Borrower shall have received a notification from the Fronting Bank or the Agent pursuant to the foregoing clause (i), upon the request of the Agent or the Fronting Bank, the Borrower shall immediately Cash Collateralize the then outstanding amount of all Letter of Credit Obligations. (b) 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 terms 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 provisions of this SectionLenders and the Agent for all Reimbursement Obligations. Upon the expiration, to reimburse (a) in the case termination or surrender without draw of any Letter of Credit issued by an Issuing Lender which is a Lender, such Issuing Lender for the amount of (i) such draft so paid and (ii) any taxes, fees, charges or other costs or expenses incurred by the Issuing Lender in connection with such payment and (b) in the case of any Letter of Credit issued by an Issuing Lender which is not a LenderCredit, the Administrative Agent for shall release to the Borrower the Cash Collateral amount of any payment made by the Administrative Agent in respect of any drawing under any applicable to such Letter of Credit. Each such payment shall be made to the relevant Issuing Lender Agent for the benefit of the Fronting Bank or the Administrative AgentLenders, as the case may beapplicable, 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. If any draft shall be presented for payment under any Letter of Credit, (a) in the case of any Letter of Credit issued by an Issuing Lender which is a Lender, such Issuing Lender shall promptly notify the Borrower of the date and amount thereof and (b) in the case of any Letter of Credit issued by an Issuing Lender which is not a Lender, the Administrative Agent shall promptly notify the Borrower of the date and amount thereof. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower prior to 12:00 Noon, New York City time, on any Business Day, of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the next Business Day. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower after 12:00 Noon, New York City time, on any Business Day of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the second succeeding Business Day. Interest shall be payable on any and all amounts not converted to a Revolving Credit Loan pursuant to §5.3 and remaining unpaid by the Borrower under this Section §5.2 at any time from the date of the related drawing such amounts become due and payable (whether as stated in this §5.2, by acceleration or otherwise) until payment in full (whether before or after judgment) shall be payable to the Agent for the benefit of the Lenders on demand at the rate set forth in (i) until the second Business Day following the date of such drawing, Section 2.15(b) and (ii) thereafter, Section 2.15(c). Each drawing under any Letter of Credit shall (unless an event of the type described in clause (i) or (ii) of Section 8(f) shall have occurred and be continuing with respect to the Borrower, in which case the procedures specified in Section 3.4 §4.9 for funding by L/C Participants shall apply) constitute a request by overdue principal on the Borrower to the Administrative Agent for a borrowing pursuant to Section 2.5 of Base Rate Loans (or, at the option of the Administrative Agent and the Swing Line Lender in their sole discretion, a borrowing pursuant to Section 2.7 of Swing Line Loans) in the amount of such drawing. The Borrowing Date with respect to such borrowing shall be the date of such drawing.

Reimbursement Obligation of the Borrower. The Issuing Lender shall notify the Borrower agrees, in accordance with the terms of the provisions date and amount of this Section, to reimburse (a) in the case of a draft presented under any Letter of Credit issued and paid by an such Issuing Lender. The Borrower shall reimburse the Issuing Lender which (x) on the same Business Day if demand is a Lender, such made by the Issuing Lender on or prior to 10:00 a.m., New York City time and (y) on the next Business Day if demand is made by the Issuing Lender after 10:00 a.m., New York City time, for the amount of (ia) such draft so paid and (iib) any taxesTaxes, fees, charges or other out-of-pocket costs or expenses incurred by the such Issuing Lender in connection with such payment payment, other than Taxes (i) based upon net income or (ii) payable pursuant to Section 2.20 (the amounts described in the foregoing clauses (a) and (b) in the case of any Letter of Credit issued by an Issuing Lender which is not a Lender, the Administrative Agent for the amount of any payment made by the Administrative Agent in respect of any drawing under any such Letter of Creditdrawing, collectively, the “Payment Amount”). Each such payment shall be made to the relevant such Issuing Lender or the Administrative Agent, as the case may be, at its address for notices specified herein in lawful money of the United States of America and in immediately available funds. If any draft shall be presented for payment under any Letter of Credit, (a) in the case of any Letter of Credit issued by an Issuing Lender which is a Lender, such Issuing Lender shall promptly notify the Borrower of the date and amount thereof and (b) in the case of any Letter of Credit issued by an Issuing Lender which is not a Lender, the Administrative Agent shall promptly notify the Borrower of the date and amount thereof. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower prior to 12:00 Noon, New York City time, on any Business Day, of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the next Business Day. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower after 12:00 Noon, New York City time, on any Business Day of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the second succeeding Business Day. Interest shall be payable on any and all amounts remaining unpaid by the Borrower under this Section each Payment Amount from the date of the related applicable drawing until payment in full at the rate set forth in (i) until the second Business Day following the date of such the applicable drawing, Section 2.15(b2.15(a) and (ii) thereafter, Section 2.15(c2.15(b). Each drawing under any Letter of Credit shall (unless an event of the type described in clause (i) or (ii) of Section 8(f) shall have occurred and be continuing with respect to the Borrower, in which 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 (or, at the option of the Administrative Agent and the Swing Line Lender in their sole discretion, a borrowing pursuant to Section 2.7 of Swing Line Loans) in the amount of such drawing. The Borrowing Date with respect to such borrowing shall be the first date on which a borrowing of Revolving Credit Loans (or, if applicable, Swing Line Loans) could be made, pursuant to Section 2.5 (or, if applicable, Section 2.7), if the Administrative Agent had received a notice of such drawingborrowing at the time the Administrative Agent receives notice from the relevant Issuing Lender of such drawing under such Letter of Credit.

Reimbursement Obligation of the Borrower. The Borrower agrees, in accordance with the terms of the provisions of this Section, to reimburse (a) in The Borrower agrees to ---------------------------------------- reimburse the case Issuing Lender, upon receipt of notice from the Issuing Lender of the date and amount of a draft presented under any Letter of Credit issued and paid by an the Issuing Lender which is a Lender, such Issuing Lender for the amount of (i) such draft so paid and (ii) any taxes, fees, charges or other costs or expenses incurred by the Issuing Lender in connection with such payment payment. Except as and (b) to the extent otherwise provided in the case of any Letter of Credit issued by an Issuing Lender which is not a Lendersubsection 3.5(c), the Administrative Agent for the amount of any payment made by the Administrative Agent in respect of any drawing under any such Letter of Credit. Each each such payment shall be made to the relevant Issuing Lender or the Administrative Agent, as the case may beLender, at its address for notices specified herein in lawful money of the United States of America Dollars and in immediately available funds. If any draft shall be presented for payment under any Letter of Credit, (a) in on the case of any Letter of Credit issued by an Issuing Lender date on which is a Lender, such Issuing Lender shall promptly notify the Borrower of the date and amount thereof and (b) in the case of any Letter of Credit issued by an Issuing Lender which is not a Lenderreceives such notice, the Administrative Agent shall promptly notify the Borrower of the date and amount thereof. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower if received prior to 12:00 Noon11:00 A.M., New York City time, on any a Business Day, of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing Day and otherwise on the next Business Day. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower after 12:00 Noon, New York City time, on any Business Day of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the second succeeding Business Day. . (b) Interest shall be payable on any and all amounts payable under subsection 3.5 (a) and remaining unpaid by the Borrower under this Section (i) from the date the draft presented under the affected Letter of Credit is paid to the earlier of the related drawing third Business Day after the date on which the Borrower is required to pay such amounts pursuant to subsection 3.5(a) and the date on which the Borrower pays all such amounts at the rate which would then be payable on any outstanding Base Rate Loans and (ii) thereafter until payment in full at the rate set forth in which would be payable on any outstanding Base Rate Loans which were then overdue. (ic) until By 12:00 P.M., New York City time, on the second first Business Day following the after each date of such drawing, Section 2.15(b) and (ii) thereafter, Section 2.15(c). Each drawing on which a draft is presented under any Letter of Credit shall (unless an event and paid by the Issuing Lender, the Administrative Agent shall, on behalf of the type described Borrower (which hereby irrevocably directs and authorizes the Administrative Agent to act on its behalf), request (in clause accordance with the applicable provisions of subsection 2.3) each Lender to make a Revolving Credit Loan (iwhich shall be a Base Rate Loan) or (ii) in an amount equal to such Lender's Commitment Percentage of Section 8(f) shall have occurred and be continuing with respect the amount of such draft so paid. Each Lender agrees to the Borrower, in which case the procedures specified in Section 3.4 for funding by L/C Participants shall apply) constitute a request by the Borrower make each Revolving Credit Loan so requested available to the Administrative Agent for a borrowing pursuant in accordance with subsection 2.3, provided that the conditions precedent contained in subsections -------- 2.1 and 6.2 to Section 2.5 its obligation to make such Revolving Credit Loan have been satisfied. The proceeds of Base Rate such Revolving Credit Loans shall be made available by the Administrative Agent to the Issuing Lender and applied to the payment (orwhether or not then due) of the obligations of the Borrower under subsection 3.5(a)(i); upon such payment, at the option Borrower shall be deemed to have satisfied such obligations to the extent of such payment. The Issuing Lender shall notify the Administrative Agent and the Swing Line Lender in their sole discretion, Borrower as soon as reasonably practicable of each drawing made under a borrowing pursuant to Section 2.7 Letter of Swing Line LoansCredit and the aggregate principal amount of the Revolving Credit Loans made under this subsection 3.5(c) in the amount of such drawing. The Borrowing Date with respect to such borrowing shall be the date of such drawingthereof.

Reimbursement Obligation of the Borrower. (a) . (a) The Borrower agrees, agrees to reimburse the Issuing Lender in accordance with this Section upon notification to the terms Borrower of the provisions date and amount of this Section, to reimburse (a) in the case of a draft presented under any Letter of Credit issued and paid by an Issuing Lender which is a Lender, such the Issuing Lender for the amount of (i) such draft so paid (an “LC Disbursement”) and (ii) any taxes, fees, charges or other reasonable costs or expenses incurred by the Issuing Lender in connection with such payment and payment. (b) If the Borrower is notified as provided in the immediately preceding sentence by 2:00 P.M., New York City time, on any day, 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. (c) Each drawing under a Letter of Credit shall (unless an event of the type described in Section 8(f) shall have occurred and be continuing with respect to the Borrower, in which case the procedures set forth in Section 3.4 for the funding of participations shall apply, and other than an LC Disbursement in respect of an Alternative Currency Letter of Credit) constitute a request by the Borrower to the Administrative Agent for a borrowing, in the amount of such drawing of ABR Revolving Loans pursuant to Section 2.5 (or, at the option of the Administrative Agent and the Swingline Lender in their sole discretion, a borrowing of Swingline Loans pursuant to Section 2.6). The Borrowing Date with respect to any such borrowing shall be the first date on which a borrowing of Revolving Loans (or, if applicable, Swingline Loans) could be made pursuant to Section 2.5 (or, if applicable, Section 2.7) if the Administrative Agent had received a notice of such borrowing at the time of such drawing under such Letter of Credit. (d) Each payment under this Section 3.5 shall be made to the Issuing Lender at its address for notices specified herein in immediately available funds in (i) in the case of any Letter of Credit issued by an Issuing Lender which is not a Lender, the Administrative Agent for the amount of any payment made by the Administrative Agent in respect of any drawing under any such Letter of Credit. Each such payment shall be made to the relevant Issuing Lender or the Administrative Agent, as the case may be, at its address for notices specified herein in lawful money of the United States of America and in immediately available funds. If any draft shall be presented for payment under any an Alternative Currency Letter of Credit, Dollars, and (aii) in the case of any Letter of Credit issued by an Issuing Lender which is a Lender, such Issuing Lender shall promptly notify the Borrower of the date and amount thereof and (b) in the case of any Letter of Credit issued by an Issuing Lender which is not a Lender, the Administrative Agent shall promptly notify the Borrower of the date and amount thereof. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower prior to 12:00 Noon, New York City time, on any Business Day, of any drawing under any Alternative Currency Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the next Business Day. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower after 12:00 Noon, New York City time, on any Business Day of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the second succeeding Business DayAlternative Currency. Interest shall be payable on any and all amounts remaining unpaid by the Borrower under this Section from the date of the related drawing such amounts become payable (whether at stated maturity, by acceleration or otherwise) until payment in full full, at the rate set forth in (i) until the second Business Day following the date of such payment of the applicable drawing, Section 2.15(b2.14(b) and (ii) thereafter, Section 2.15(c2.14(c), in each case payable on demand. Each drawing under If the Borrower’s reimbursement of, or obligation to reimburse, any Letter of Credit shall (unless an event of amounts in any Alternative Currency would subject the type described Administrative Agent, the Issuing Lender or any Revolving Lender to any stamp duty, ad valorem charge or similar tax that would not be payable if such reimbursement were made or required to be made in clause Dollars, the Borrower shall, at its option, either (i) pay the amount of any such tax requested by the Administrative Agent, the Issuing Lender or such Revolving Lender, as the case may be, or (ii) of Section 8(f) shall have occurred and be continuing with respect reimburse each LC Disbursement made in such Alternative Currency in Dollars, in an amount equal to the Borrower, in which case the procedures specified in Section 3.4 for funding by L/C Participants shall apply) constitute a request by Dollar Equivalent of such LC Disbursement. If the Borrower fails to reimburse the Issuing Lender for the amount of any LC Disbursement in respect of an Alternative Currency Letter of Credit, (i) automatically and with no further action required, the Borrower’s obligation to reimburse the applicable LC Disbursement shall be permanently converted into an obligation to reimburse the Dollar Equivalent of such LC Disbursement and (ii) the Administrative Agent for a borrowing pursuant to Section 2.5 of Base Rate Loans (or, at shall notify the option Issuing Lender and each Revolving Lender of the Administrative Agent applicable LC Disbursement, the Dollar Equivalent thereof, the payment then due from the Borrower in respect thereof and the Swing Line Lender in their sole discretion, a borrowing pursuant to Section 2.7 of Swing Line Loans) in the amount of such drawing. The Borrowing Date with respect to such borrowing shall be the date of such drawingLender’s Revolving Percentage thereof.

Reimbursement Obligation of the Borrower. The Borrower agreesagrees to reimburse each Issuing Lender, in accordance with on the terms next Business Day after each date on which such Issuing Lender notifies the Borrower of the provisions date and amount of this Section, to reimburse (a) in the case of a draft presented under any Letter of Credit issued for its account and paid by an such Issuing Lender which is a Lender, such Issuing Lender for the amount of (ia) such draft so paid 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 (a) and (b) in the case of any Letter of Credit issued by an Issuing Lender which is not a Lender, the Administrative Agent for the amount of any payment made by the Administrative Agent in respect of any drawing under any such Letter of Creditdrawing, collectively, the "PAYMENT AMOUNT"). Each such payment shall be made to the relevant such Issuing Lender or the Administrative Agent, as the case may be, at its address for notices specified herein in lawful money of the United States of America and in immediately available funds. If any draft shall be presented for payment under any Letter of Credit, (a) in the case of any Letter of Credit issued by an Issuing Lender which is a Lender, such Issuing Lender shall promptly notify the Borrower of the date and amount thereof and (b) in the case of any Letter of Credit issued by an Issuing Lender which is not a Lender, the Administrative Agent shall promptly notify the Borrower of the date and amount thereof. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower prior to 12:00 Noon, New York City time, on any Business Day, of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the next Business Day. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower after 12:00 Noon, New York City time, on any Business Day of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the second succeeding Business Day. Interest shall be payable on any and all amounts remaining unpaid by the Borrower under this Section each Payment Amount from the date of the related applicable drawing until payment in full at the rate set forth in (i) until the second Business Day following the date of such the applicable drawing, Section 2.15(b) and (ii) thereafter, Section 2.15(c). Each drawing under any Letter of Credit issued for the Borrower's account shall (unless an event of the type described in clause (i) or (ii) of Section 8(f) shall have occurred and be continuing with respect to the Borrower, in which 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 (or, at the option of the Administrative Agent and the Swing Line Lender in their sole discretion, a borrowing pursuant to Section 2.7 of Swing Line Loans) in the amount of such drawing. The Borrowing Date with respect to such borrowing shall be the first date on which a borrowing of Revolving Credit Loans (or, if applicable, Swing Line Loans) could be made, pursuant to Section 2.5 (or, if applicable, Section 2.7), if the Administrative Agent had received a notice of such drawingborrowing at the time the Administrative Agent receives notice from the relevant Issuing Lender of such drawing under such Letter of Credit.

Reimbursement Obligation of the Borrower. The In order to induce the Co-Agents to issue, extend, and renew each Letter of Credit and the Banks to participate therein, the Borrower agrees, in accordance with the terms of the provisions of this Section, hereby agrees to reimburse or pay to the Co-Agent issuing such Letter of Credit, for the account of such Co-Agent or (as the case may be) the Banks, with respect to each Letter of Credit issued, extended, or renewed by such Co-Agent hereunder, (a) except as otherwise expressly provided in the case of Section 4.2(b) and (c), on each date that any draft presented under such Letter of Credit issued is honored by an Issuing Lender which is either Co-Agent, or either Co-Agent otherwise makes a Lenderpayment under or pursuant to such Letter of Credit, such Issuing Lender for the amount paid by such Co-Agent under or with respect to such Letter of (i) such draft so paid and (ii) any taxes, fees, charges or other costs or expenses incurred by the Issuing Lender in connection with such payment and Credit; (b) in upon the case reduction (but not termination) of any the Total Commitment or the Letter of Credit issued Commitment to an amount less than the Maximum Drawing Amount, an amount equal to such difference, which amount shall be held by an Issuing Lender which is not a Lender, the Administrative Agent for the benefit of the Banks and the Co-Agents as cash collateral for all Reimbursement Obligations, subject to the provisions of Section 3.2.2; and (c) upon the termination of the Total Commitment or the Letter of Credit Commitment or the acceleration of the Reimbursement Obligations with respect to all Letters of Credit in accordance with Section 12, an amount equal to one hundred percent (100%) of any payment made the then Maximum Drawing Amount on all such Letters of Credit plus projected Letter of Credit Fees, based upon the Borrower's then effective commercial paper rating, which amount shall be held by the Administrative Agent in respect for the benefit of any drawing under any such Letter of Creditthe Banks and the Co-Agents as cash collateral for all Reimbursement Obligations. Each such payment shall be made to the relevant Issuing Lender or Administrative Agent at the Administrative Agent's Head Office or to the relevant Co-Agent at such Co-Agent's Head Office, as the case may be, at its address for notices specified herein in lawful money of the United States of America and in immediately available funds. If any draft shall be presented for payment under any Letter of Credit, (a) in funds or from the case of any Letter of Credit issued by an Issuing Lender which is a Lender, such Issuing Lender shall promptly notify the Borrower direct application of the date and amount thereof and (b) in the case proceeds of any Letter of a Revolving Credit issued by an Issuing Lender which is not a Lender, the Administrative Agent shall promptly notify the Borrower of the date and amount thereof. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower prior to 12:00 Noon, New York City time, on any Business Day, of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, Loan made pursuant to this Section with respect to such drawing on 2.8. To the next Business Day. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower after 12:00 Noon, New York City time, on any Business Day of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, extent not paid pursuant to this Section with respect to such drawing on the second succeeding Business Day. Interest shall be payable 2.8, interest on any and all amounts remaining unpaid by the Borrower under this Section 4.2 at any time from the date of the related drawing such amounts become due and payable (whether as stated in this Section 4.2, by acceleration, or otherwise) until payment in full (whether before or after judgment) shall be payable to the relevant Co-Agent on demand at the rate set forth in (i) until the second Business Day following the date of such drawing, Section 2.15(b) and (ii) thereafter, Section 2.15(c). Each drawing under any Letter of Credit shall (unless an event of the type described in clause (i) or (ii) of Section 8(f) shall have occurred and be continuing with respect to the Borrower, in which case the procedures specified in Section 3.4 5.10 for funding by L/C Participants shall apply) constitute a request by overdue principal of the Borrower to the Administrative Agent for a borrowing pursuant to Section 2.5 of Alternate Base Rate Loans (or, at the option of the Administrative Agent and the Swing Line Lender in their sole discretion, a borrowing pursuant to Section 2.7 of Swing Line Loans) in the amount of such drawing. The Borrowing Date with respect to such borrowing shall be the date of such drawing.

Reimbursement Obligation of the Borrower. The Borrower agreesagrees to reimburse each Issuing Bank on each date on which such Issuing Bank notifies the Borrower (or on the immediately following Banking Day if the Issuing Bank notifies the Borrower after 11:00 A.M., in accordance with the terms New York City time) of the provisions date and amount of this Section, to reimburse (a) in the case of a draft presented under any Letter of Credit issued and paid by an Issuing Lender which is a Lender, such Issuing Lender Bank (a "Reimbursement Notice") for the amount of (ia) such draft so paid and (iib) any taxes, fees, charges or other costs or expenses incurred by the such Issuing Lender Bank in connection with such payment (the amounts described in the foregoing clauses (a) and (b) in the case of any Letter of Credit issued by an Issuing Lender which is not a Lender, the Administrative Agent for the amount of any payment made by the Administrative Agent in respect of any drawing under any such Letter of Creditdrawing, collectively, the "Payment Amount"). Each such payment shall be made to the relevant such Issuing Lender or the Administrative Agent, as the case may be, Bank at its address for notices specified herein in lawful money of the United States of America and in immediately available funds. If any draft shall be presented for payment under any Letter of Credit, (a) in the case of any Letter of Credit issued by an Issuing Lender which is a Lender, such Issuing Lender shall promptly notify the Borrower of the date and amount thereof and (b) in the case of any Letter of Credit issued by an Issuing Lender which is not a Lender, the Administrative Agent shall promptly notify the Borrower of the date and amount thereof. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower prior to 12:00 Noon, New York City time, on any Business Day, of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the next Business Day. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower after 12:00 Noon, New York City time, on any Business Day of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the second succeeding Business Day. Interest shall be payable on any and all amounts remaining unpaid by the Borrower under this Section each Payment Amount from the date of the related applicable drawing until payment in full at the rate set forth in (i) until the second Business third Banking Day following the date of such the applicable drawing, Section 2.15(b8.8(b) and (ii) thereafter, Section 2.15(c8.8(c). Each drawing under any Letter of Credit shall (unless (x) an event of the type described in clause (if) or (iig) of Section 8(f) Article 12 shall have occurred and be continuing with respect to the Borrower, in which case the procedures specified in Section 3.4 5.4 for funding by L/C Participants shall applyapply or (y) the Borrower notifies the Administrative Agent and the Issuing Bank on the date of the Borrower's receipt of the relevant Reimbursement Notice that the Borrower intends to provide the reimbursement contemplated by this Section 5.5 with other sources of funds) constitute a request by the Borrower to the Administrative Agent for a borrowing pursuant to Section 2.5 3.2 of Base Rate Loans (or, at the option of the Administrative Agent and the Swing Line Lender in their sole discretionBorrower, a borrowing pursuant to Section 2.7 4.2 of Swing Line Loans) in the amount of such drawing. The Borrowing Date with respect to such borrowing shall be the first date on which a borrowing of Revolving Credit Loans (or, if applicable, Swing Line Loans) could be made, pursuant to Section 3.2 (or, if applicable, Section 4.2), if the Administrative Agent had received a notice of such drawingborrowing at the time the Administrative Agent delivers the applicable Reimbursement Notice.

Reimbursement Obligation of the Borrower. The Borrower agreesagrees to reimburse each Issuing Bank on each date on which such Issuing Bank notifies the Borrower (or on the immediately following Banking Day if the Issuing Bank notifies the Borrower after 11:00 A.M., in accordance with the terms New York City time) of the provisions date and amount of this Section, to reimburse (a) in the case of a draft presented under any Letter of Credit issued and paid by an Issuing Lender which is a Lender, such Issuing Lender Bank (a "Reimbursement Notice") for the amount of (ia) such draft so paid and (iib) any taxes, fees, charges or other costs or expenses incurred by the such Issuing Lender Bank in connection with such payment (the amounts described in the foregoing clauses (a) and (b) in the case of any Letter of Credit issued by an Issuing Lender which is not a Lender, the Administrative Agent for the amount of any payment made by the Administrative Agent in respect of any drawing under any such Letter of Creditdrawing, collectively, the "Payment Amount"). Each such payment shall be made to the relevant such Issuing Lender or the Administrative Agent, as the case may be, Bank at its address for notices specified herein in lawful money of the United States of America and in immediately available funds. If any draft shall be presented for payment under any Letter of Credit, (a) in the case of any Letter of Credit issued by an Issuing Lender which is a Lender, such Issuing Lender shall promptly notify the Borrower of the date and amount thereof and (b) in the case of any Letter of Credit issued by an Issuing Lender which is not a Lender, the Administrative Agent shall promptly notify the Borrower of the date and amount thereof. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower prior to 12:00 Noon, New York City time, on any Business Day, of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the next Business Day. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower after 12:00 Noon, New York City time, on any Business Day of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the second succeeding Business Day. Interest shall be payable on any and all amounts remaining unpaid by the Borrower under this Section each Payment Amount from the date of the related applicable drawing until payment in full at the rate set forth in (i) until the second Business third Banking Day following the date of such the applicable drawing, Section 2.15(b7.8(b) and (ii) thereafter, Section 2.15(c7.8(c). Each drawing under any Letter of Credit shall (unless (x) an event of the type described in clause (if) or (iig) of Section 8(f) Article 11 shall have occurred and be continuing with respect to the Borrower, in which case the procedures specified in Section 3.4 4.4 for funding by L/C Participants shall applyapply or (y) the Borrower notifies the Administrative Agent and the Issuing Bank on the date of the Borrower's receipt of the relevant Reimbursement Notice that the Borrower intends to provide the reimbursement contemplated by this Section 4.5 with other sources of funds) constitute a request by the Borrower to the Administrative Agent for a borrowing pursuant to Section 2.5 2.2 of Base Rate Loans (or, at the option of the Administrative Agent and the Swing Line Lender in their sole discretionBorrower, a borrowing pursuant to Section 2.7 3.2 of Swing Line Swingline Loans) in the amount of such drawing. The Borrowing Date with respect to such borrowing shall be the first date on which a borrowing of Revolving Credit Loans (or, if applicable, Swingline Loans) could be made, pursuant to Section 2.2 (or, if applicable, Section 3.2), if the Administrative Agent had received a notice of such drawingborrowing at the time the Administrative Agent delivers the applicable Reimbursement Notice.

Reimbursement Obligation of the Borrower. The Borrower agrees, in accordance with the terms of the provisions of this Section, agrees ---------------------------------------- to reimburse (a) in the case of any Letter of Credit issued by an Issuing Lender which is a Lender, such each Issuing Lender for the amount of (ia) any draft paid by such draft so paid Issuing Lender under a Letter of Credit issued by such Issuing Lender 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 (a) and (b) in the case of any Letter of Credit issued by an Issuing Lender which is not a Lender, the Administrative Agent for the amount of any payment made by the Administrative Agent in respect of any drawing under any drawing, collectively, the "Payment ------- Amount"); each such Letter reimbursement shall be made on the later of Credit(i) the Business ------ Day following the date of such notice and (ii) the date upon which such payment is made by such Issuing Lender. Each such payment shall be made to the relevant such Issuing Lender or the Administrative Agent, as the case may be, at its address for notices specified herein in lawful money of the United States of America and in immediately available funds. If any draft shall be presented for payment under any Letter of Credit, (a) in the case of any Letter of Credit issued by an Issuing Lender which is a Lender, such Issuing Lender shall promptly notify the Borrower of the date and amount thereof and (b) in the case of any Letter of Credit issued by an Issuing Lender which is not a Lender, the Administrative Agent shall promptly notify the Borrower of the date and amount thereof. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower prior to 12:00 Noon, New York City time, on any Business Day, of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the next Business Day. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower after 12:00 Noon, New York City time, on any Business Day of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the second succeeding Business Day. Interest shall be payable on any and all amounts remaining unpaid by the Borrower under this Section each Payment Amount from the date of the related applicable drawing until payment is made in full at the rate set forth in (ix) until the second Business Day following the date of such drawingthe applicable notice by the Issuing Lender, at the rate set forth in Section 2.15(b) in respect of Revolving Credit Loans that are Base Rate Loans and (iiy) thereafter, at the rate set forth in Section 2.15(c). Each drawing under any Letter of Credit shall (unless (I) an event of the type described in clause (i) or (ii) of Section 8(f) shall have occurred and be continuing with respect to the Borrower, in which case the procedures specified in Section 3.4 for funding by L/C Participants shall applyapply or (II) the Borrower shall have notified the Administrative Agent prior to Noon, New York City time, on the date upon which such borrowing of Base Rate Loans would otherwise be made that it does not wish to make such a borrowing of Base Rate Loans) constitute a request by the Borrower to the Administrative Agent for a borrowing pursuant to Section 2.5 of Base Rate Loans (or, at the option of the Administrative Agent and the Swing Line Lender in their sole discretion, a borrowing pursuant to Section 2.7 of Swing Line Loans) in the amount Payment Amount in respect of such drawing. The Borrowing Date with respect to such borrowing shall be the date on which the Borrower is required to pay such Payment Amount pursuant to this Section 3.5. Each Revolving Credit Lender acknowledges and agrees that its obligation to make Base Rate Loans in respect of unreimbursed drawings under Letters of Credit is absolute and unconditional and shall not be affected by any circumstance whatsoever, including any amendment, renewal or extension of any Letter of Credit, any failure to satisfy the conditions to making any Revolving Extension of Credit (including those set forth in Section 5), the occurrence and continuance of a Default or an Event of Default (other than the occurrence and continuance of an event of the type described in clause (i) or (ii) of Section 8(f) with respect to the Borrower) or the reduction or termination of the Commitments, and that each such drawingpayment shall be made without any offset, abatement, withholding or reduction whatsoever.

Reimbursement Obligation of the Borrower. The Borrower agreesagrees to reimburse each Issuing Lender, in accordance with no later than 1:00 p.m., New York City time, on the terms Business Day, if the Applicable Currency is Dollars, and on the third Business Day, if the Applicable Currency is euro, following the Business Day on which such Issuing Lender notifies the Borrower of the provisions date and amount of this Section, to reimburse (a) in the case of a draft presented under any Letter of Credit issued and paid by an such Issuing Lender which is a Lender, such Issuing Lender for the amount of (ia) such draft so paid 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 (a) and (b) in the case of any Letter of Credit issued by an Issuing Lender which is not a Lender, the Administrative Agent for the amount of any payment made by the Administrative Agent in respect of any drawing under any such Letter of Creditdrawing, collectively, the “Payment Amount”). Each such payment shall be made to the relevant such Issuing Lender or the Administrative Agent, as the case may be, at its address for notices specified herein in lawful money of the United States of America Applicable Currency and in immediately available funds. If any draft shall be presented for payment under any Letter of Credit, (a) in the case of any Letter of Credit issued by an Issuing Lender which is a Lender, such Issuing Lender shall promptly notify the Borrower of the date and amount thereof and (b) in the case of any Letter of Credit issued by an Issuing Lender which is not a Lender, the Administrative Agent shall promptly notify the Borrower of the date and amount thereof. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower prior to 12:00 Noon, New York City time, on any Business Day, of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the next Business Day. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower after 12:00 Noon, New York City time, on any Business Day of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the second succeeding Business Day. Interest shall be payable on any and all amounts remaining unpaid by the Borrower under this Section each Payment Amount from the date of the related applicable drawing until payment in full at the rate set forth in of interest applicable during such period to Revolving Credit Loans that are (i) until if the second Applicable Currency is Dollars, Base Rate Loans or (ii) if the Applicable Currency is euro, Revolving Credit Euro Loans with Interest Periods of one month, plus, in each case, for the period from the third Business Day following the date of such the applicable drawing, Section 2.15(b) and (ii) thereafter, Section 2.15(c)2% per annum. Each drawing under any Letter of Credit shall (unless an event of the type described in clause (i) or (ii) of Section 8(f) shall have occurred and be continuing with respect to the Borrower, in which 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 (i) if the Applicable Currency is Dollars, Base Rate Loans (or, at the option of the Administrative Agent and the Swing Line Lender in their sole discretion, a borrowing pursuant to Section 2.7 of Swing Line Loans) or (ii) if the Applicable Currency is euro, Revolving Credit Euro Loans with Interest Periods of one month, in each case in the amount of such drawing. The Borrowing Date with respect to such borrowing shall be the first date on which a borrowing of (i) if the Applicable Currency is Dollars, Base Rate Loans (or, if applicable, Swing Line Loans) or (ii) if the Applicable Currency is euro, Revolving Credit Euro Loans could be made, pursuant to Section 2.5 (or, if applicable, Section 2.7), if the Administrative Agent had received a notice of such drawingborrowing at the time the Administrative Agent receives notice from the relevant Issuing Lender of such drawing under such Letter of Credit.

Reimbursement Obligation of the Borrower. The Borrower agrees, in accordance with agrees to reimburse the terms Issuing Lender on the Business Day next succeeding the Business Day on which the Issuing Lender notifies the Borrower of the provisions date and amount of this Section, to reimburse (a) in the case of a draft presented under any Letter of Credit issued and paid by an Issuing Lender which is a Lender, such the Issuing Lender for the amount of (ia) such draft so paid and (iib) any taxes, fees, charges or other costs or expenses incurred by the Issuing Lender in connection with such payment and (b) in the case of any Letter of Credit issued by an Issuing Lender which is not a Lender, the Administrative Agent for the amount of any payment made by the Administrative Agent in respect of any drawing under any such Letter of Creditpayment. Each such payment shall be made to the relevant Issuing Lender or the Administrative Agent, as the case may be, at its address for notices specified herein in lawful money of the United States of America Dollars and in immediately available funds. If any draft shall be presented for payment under any Letter of Credit, (a) in the case of any Letter of Credit issued by an Issuing Lender which is a Lender, such Issuing Lender shall promptly notify the Borrower of the date and amount thereof and (b) in the case of any Letter of Credit issued by an Issuing Lender which is not a Lender, the Administrative Agent shall promptly notify the Borrower of the date and amount thereof. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower prior to 12:00 Noon, New York City time, on any Business Day, of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the next Business Day. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower after 12:00 Noon, New York City time, on any Business Day of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the second succeeding Business Day. Interest shall be payable on any and all such amounts remaining unpaid by the Borrower under this Section from the date of on which the related drawing relevant draft is paid until payment in full at the rate set forth in (i) until the second Business Day following next succeeding the date of such drawingthe relevant notice, Section 2.15(bsubsection 3.4(b) and (ii) thereafter, Section 2.15(csubsection 3.4(d). Each drawing under any Letter of Credit shall (unless an event of the type described in subsection 9(i) or in clause (i) or (ii) of Section 8(fsubsection 9(e) shall have occurred and be continuing with respect to the Borrower, in which case the procedures specified in Section 3.4 subsection 4.4 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 subsection 2.2 of Base Rate ABR Loans (or, at the option of the Administrative Agent and the Swing Line Lender in their sole discretion, a borrowing pursuant to Section 2.7 of Swing Line Loans) in the amount of such drawingdrawing (and the minimum borrowing amount in such subsection shall not apply to such borrowing). The Borrowing Date with respect to such borrowing shall be the first date on which a borrowing of Revolving Credit Loans could be made, pursuant to subsection 2.2, if the Administrative Agent had received a notice of such drawingborrowing at the time the Administrative Agent receives notice from the relevant Issuing Lender of such drawing under such Letter of Credit.

Reimbursement Obligation of the Borrower. The Borrower agrees, in accordance with the terms of the provisions of this Section, to reimburse (a) in The Borrower agrees to reimburse the case Issuing Lender, upon receipt of notice from the Issuing Lender of the date and amount of a draft presented under any Letter of Credit issued and paid by an the Issuing Lender which is a Lender, such Issuing Lender for the amount of (i) such draft so paid and (ii) any taxestaxes (as provided in subsection 4.11(a)), processing fees, processing charges or other similar costs or expenses incurred by the Issuing Lender in connection with such payment and (b) in the case of any Letter of Credit issued by an Issuing Lender which is not a Lender, the Administrative Agent for the amount of any payment made by the Administrative Agent in respect of any drawing under any such Letter of Creditpayment. Each such payment shall be made to the relevant Issuing Lender or the Administrative Agent, as the case may beLender, at its address for notices specified herein in lawful money of the United States of America Dollars and in immediately available funds. If any draft shall be presented for payment under any Letter of Credit, (a) in on the case of any Letter of Credit issued by an Issuing Lender date on which is a Lender, such Issuing Lender shall promptly notify the Borrower of receives such notice, if received prior to 11:00 A.M., New York City time, on a Business Day, and otherwise on the date and amount thereof and next succeeding Business Day. (b) Subject to the terms and conditions hereof, each Lender agrees to make a Loan to the Borrower (which Loans shall be made as ABR Loans) in an amount equal to such Lender's Commitment Percentage of the amount referred to in the case first sentence of any Letter of Credit issued by an Issuing Lender which is not a Lendersubsection 3.5(a), the Administrative Agent shall promptly notify provided that the Borrower of shall give the date and amount thereof. If Agent irrevocable notice (which notice must be received by the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower Agent prior to 12:00 Noon, New York City time, ) on any Business Day, the requested Borrowing Date specifying the amount to be borrowed. Upon receipt of any drawing under any Letter of Creditsuch notice from the Borrower, the Borrower Agent shall reimburse promptly notify each Lender thereof. Each Lender will make the amount of its pro rata share of such Issuing Lender or borrowing available to the Administrative Agent, as Agent for the case may be, pursuant to this Section with respect to such drawing on the next Business Day. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies account of the Borrower after 12:00 Noonat the office of the Agent specified in subsection 11.2 prior to 3:00 P.M., New York City time, on any Business Day of any drawing under any Letter of Credit, such Borrowing Date in Dollars and in funds immediately available to the Agent. Such borrowing will then be made available to the Borrower shall reimburse such Issuing Lender or by the Administrative Agent, as Agent crediting the case may be, pursuant to this Section with respect to such drawing account of the Borrower on the second succeeding Business Day. books of such office with the aggregate of the amounts made available to the Agent by the Lenders and in like funds as received by the Agent. (c) Interest shall be payable on any and all amounts remaining unpaid by the Borrower under this Section subsection 3.5, (i) from the date the draft presented under the affected Letter of Credit is paid to the related drawing date on which the Borrower is required to pay such amounts pursuant to paragraph (a) above at the rate which would then be payable on any outstanding ABR Loans and (ii) thereafter until payment in full at the rate set forth in (i) until the second Business Day following the date of such drawing, Section 2.15(b) and (ii) thereafter, Section 2.15(c). Each drawing under which would be payable on any Letter of Credit shall (unless an event of the type described in clause (i) or (ii) of Section 8(f) shall have occurred and be continuing with respect to the Borrower, in outstanding ABR Loans which 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 (or, at the option of the Administrative Agent and the Swing Line Lender in their sole discretion, a borrowing pursuant to Section 2.7 of Swing Line Loans) in the amount of such drawing. The Borrowing Date with respect to such borrowing shall be the date of such drawingwere then overdue.

Reimbursement Obligation of the Borrower. The In order to induce the Issuing Lender to issue, extend, amend and renew each Letter of Credit and the Lenders to participate therein, the Borrower agreeshereby agrees to reimburse or pay to the Issuing Lender, in accordance with for the terms account of the provisions Issuing Lender or (as the case may be) the Lenders, with respect to each Letter of this SectionCredit issued, to reimburse extended, amended or renewed by the Issuing Lender hereunder, (a) except as otherwise expressly provided in the case of Section 4.2(b) and (c) and subject to Section 4.3, on each date that any draft presented under such Letter of Credit issued is honored by an the Issuing Lender, or the Issuing Lender which is otherwise makes a Lenderpayment with respect thereto, such Issuing Lender for the amount of (i) the amount paid by the Issuing Lender under or with respect to such draft so paid Letter of Credit, 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 in respect to, such payment Letter of Credit with notice to the Borrower; PROVIDED, HOWEVER, if the Issuing Lender notifies the Borrower after 10:30 a.m. (Boston time) on such date, such amounts shall be due and payable by 1:00 p.m. (Boston time) on the immediately succeeding Business Day, (b) in upon the case reduction (but not termination) of any Letter of Credit issued the Total Commitment to an amount less than the Maximum Drawing Amount, an amount equal to such difference, which amount shall be held by an Issuing Lender which is not a Lender, the Administrative Agent for the benefit of the Lenders. the Issuing Lender 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 Section 13, an amount equal to the then Maximum Drawing Amount on all Letters of any payment made Credit, which amount shall be held by the Administrative Agent in respect for the benefit of any drawing under any such Letter of Creditthe Lenders, the Issuing Lender and the Administrative Agent as cash collateral for all Reimbursement Obligations. Each such payment shall be made to the relevant Issuing Lender or at the Administrative Agent, as the case may be, 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. If any draft shall be presented for payment under any Letter of Credit, (a) in the case of any Letter of Credit issued by an Issuing Lender which is a Lender, such Issuing Lender shall promptly notify the Borrower of the date and amount thereof and (b) in the case of any Letter of Credit issued by an Issuing Lender which is not a Lender, the Administrative Agent shall promptly notify the Borrower of the date and amount thereof. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower prior to 12:00 Noon, New York City time, on any Business Day, of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the next Business Day. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower after 12:00 Noon, New York City time, on any Business Day of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the second succeeding Business Day. Interest shall be payable on any and all amounts remaining unpaid by the Borrower under this Section 4.2 at any time from the date of the related drawing such amounts become due and payable (whether as stated in this Section 4.2, 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 set forth specified in (i) until Section 5.11 for overdue principal on the second Business Day following the date of such drawing, Section 2.15(b) and (ii) thereafter, Section 2.15(c)Revolving Credit Loans. Each If a drawing under any Letter of Credit shall (unless an event of the type described is payable in clause (i) or (ii) of Section 8(f) shall have occurred and be continuing with respect to the Borrowera currency other than Dollars, in which case the procedures specified in Section 3.4 for funding by L/C Participants shall apply) constitute a request by the Borrower agrees to pay the Administrative Agent for a borrowing pursuant to Section 2.5 Issuing Lender the equivalent of Base Rate Loans (or, at the option of the Administrative Agent and the Swing Line Lender in their sole discretion, a borrowing pursuant to Section 2.7 of Swing Line Loans) in the amount of such drawing. The Borrowing Date with respect to drawing in Dollars, at the Issuing Lender's then prevailing exchange rate, determined in each case at the time such borrowing shall be drawing is paid by the date of such drawingIssuing Lender.

Reimbursement Obligation of the Borrower. (a) The Borrower agrees, agrees to reimburse the Issuing Lender in accordance with this Section upon notification to the terms Borrower of the provisions date and amount of this Section, to reimburse (a) in the case of a draft presented under any Letter of Credit issued and paid by an Issuing Lender which is a Lender, such the Issuing Lender for the amount of (i) such draft so paid and (ii) any taxes, fees, charges or other reasonable costs or expenses incurred by the Issuing Lender in connection with such payment and payment. (b) in In the case of any Letter RC Letters of Credit issued by an Issuing Lender which is not a Lender, the Administrative Agent for the amount of any payment made by the Administrative Agent in respect of any drawing under any such Letter of Credit. Each such payment shall be made to the relevant Issuing Lender or the Administrative Agent, as the case may be, at its address for notices specified herein in lawful money of the United States of America and in immediately available funds. If any draft shall be presented for payment under any Letter Tranche A Letters of Credit, (a) if the Borrower is notified as provided in the case of immediately preceding sentence by 2:00 P.M., New York City time, on any Letter of Credit issued by an day, then the Borrower shall so reimburse the Issuing Lender which is a Lender, such Issuing Lender shall promptly notify the Borrower of the date and amount thereof and (b) in the case of any Letter of Credit issued by an Issuing Lender which is not a Lender, the Administrative Agent shall promptly notify the Borrower of the date and amount thereof. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower prior to 12:00 Noon, New York City time, on any the next succeeding Business Day, of and, if so notified after 2:00 P.M., New York City time, on any drawing under any Letter of Creditday, the Borrower shall so reimburse such the Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the next Business Day. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower after by 12:00 Noon, New York City time, on any Business Day of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the second succeeding Business Day. Interest shall be payable on any and all amounts remaining unpaid by the Borrower under this Section from the date of the related drawing until payment in full at the rate set forth in . (ic) until the second Business Day following the date of such drawing, Section 2.15(b) and (ii) thereafter, Section 2.15(c). Each drawing under any an RC Letter of Credit or Tranche A Letter of Credit shall (unless an event of the type described in clause (i) or (ii) of Section 8(f) shall have occurred and be continuing with respect to the Borrower, in which case the procedures specified set forth in Section Sections 3.4 and 3.5 for the funding by L/C Participants of participations shall apply) constitute a request by the Borrower to the Administrative Agent for a borrowing borrowing, in the amount of such drawing, (x) in the case of a drawing under an RC Letter of Credit, of ABR Revolving Loans pursuant to Section 2.5 of Base Rate Loans (or, at the option of the Administrative Agent and the Swing Line Swingline Lender in their sole discretion, a borrowing of Swingline Loans pursuant to Section 2.7 of Swing Line Loans2.6) and (y) in the amount case of such drawinga drawing under a Tranche A Letter of Credit, of ABR Loans from the Tranche A Lenders ("Tranche A Loans"). The Borrowing Date with respect to any such borrowing shall be (i) in the case of Revolving Loans or Swingline Loans, the first date on which a borrowing of Revolving Loans (or, if applicable, Swingline Loans) could be made pursuant to Section 2.5 (or, if applicable, Section 2.7) if the Administrative Agent had received a notice of such drawingborrowing at the time of such drawing under such RC Letter of Credit and (ii) in the case of Tranche A Loans, if such drawing occurred prior to 12:00 noon, New York City time, on the following Business Day and if such drawing occurred at or after 12:00 noon, New York City time, on the second following Business Day.

Reimbursement Obligation of the Borrower. (a) The Borrower agrees, agrees to reimburse the Issuing Lender in accordance with this Section upon notification to the terms Borrower of the provisions date and amount of this Section, to reimburse (a) in the case of a draft presented under any Letter of Credit issued and paid by an Issuing Lender which is a Lender, such the Issuing Lender for the amount of (i) such draft so paid and (ii) any taxes, fees, charges or other reasonable costs or expenses incurred by the Issuing Lender in connection with such payment and payment. (b) In the case of RC Letters of Credit and Tranche A 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 day, 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. (c) Each drawing under an RC Letter of Credit or Tranche A Letter of Credit shall (unless an event of the type described in Section 8(f) shall have occurred and be continuing with respect to the Borrower, in which case the procedures set forth in Sections 3.4 and 3.5 for the funding of participations shall apply) constitute a request by the Borrower to the Administrative Agent for a borrowing, in the amount of such drawing, (x) in the case of a drawing under an RC Letter of Credit, of ABR Revolving Loans pursuant to Section 2.5 (or, at the option of the Administrative Agent and the Swingline Lender in their sole discretion, a borrowing of Swingline Loans pursuant to Section 2.6) and (y) in the case of a drawing under a Tranche A Letter of Credit, of ABR Loans from the Tranche A Lenders ("Tranche A Loans"). The Borrowing Date with respect to any such borrowing shall be (i) in the case of Revolving Loans or Swingline Loans, the first date on which a borrowing of Revolving Loans (or, if applicable, Swingline Loans) could be made pursuant to Section 2.5 (or, if applicable, Section 2.7) if the Administrative Agent had received a notice of such borrowing at the time of such drawing under such RC Letter of Credit issued by an Issuing Lender which is not a Lenderand (ii) in the case of Tranche A Loans, if such drawing occurred prior to 12:00 noon, New York City time, on the Administrative Agent for following Business Day and if such drawing occurred at or after 12:00 noon, New York City time, on the amount second following Business Day. Section 2.5(b) shall apply to borrowings of any Tranche A Loans, mutatis mutandis. (d) Each payment made by the Administrative Agent in respect of any drawing under any such Letter of Credit. Each such payment this Section 3.6 shall be made to the relevant Issuing Lender or the Administrative Agent, as the case may be, at its address for notices specified herein in lawful money of the United States of America and in immediately available funds. If any draft shall be presented for payment under any Letter of Credit, (a) in the case of any Letter of Credit issued by an Issuing Lender which is a Lender, such Issuing Lender shall promptly notify the Borrower of the date and amount thereof and (b) in the case of any Letter of Credit issued by an Issuing Lender which is not a Lender, the Administrative Agent shall promptly notify the Borrower of the date and amount thereof. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower prior to 12:00 Noon, New York City time, on any Business Day, of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the next Business Day. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower after 12:00 Noon, New York City time, on any Business Day of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the second succeeding Business Day. Interest shall be payable on any and all amounts remaining unpaid by the Borrower under this Section from the date of the related drawing such amounts become payable (whether at stated maturity, by acceleration or otherwise) until payment in full in the case of RC Letters of Credit and Tranche A Letters of Credit, at the rate set forth in (i) until the second Business Day following the date of such payment of the applicable drawing, Section 2.15(b2.14(b) and (ii) thereafter, Section 2.15(c2.14(c). Each drawing under any Letter of Credit shall (unless an event of the type described in clause (i) or (ii) of Section 8(f) shall have occurred and be continuing with respect to the Borrower, in which each 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 (or, at the option of the Administrative Agent and the Swing Line Lender in their sole discretion, a borrowing pursuant to Section 2.7 of Swing Line Loans) in the amount of such drawing. The Borrowing Date with respect to such borrowing shall be the date of such drawingpayable on demand.

Reimbursement Obligation of the Borrower. The Issuing Lender shall notify the Administrative Agent who shall in turn notify the Borrower agrees, in accordance with the terms of the provisions of this Section, to reimburse (a) in date and amount paid by the case of Issuing Lender under any Letter of Credit issued by an Issuing Lender which is a Lender, such Credit. The Borrower agrees to reimburse the Issuing Lender for the amount of (ia) such draft or other demand for payment so paid and (iib) any taxes, fees, charges or other costs or expenses (other than taxes or similar amounts) incurred by the Issuing Lender in connection with such payment and (b) in on the case of any Letter of Credit issued by an Issuing Lender next Business Day following the date on which is not a Lender, the Administrative Agent for the amount of any payment made by the Administrative Agent in respect of any drawing under any Borrower receives such Letter of Creditnotice. Each such payment shall be made to the relevant Issuing Lender or the Administrative Agent, as the case may be, at its address for notices specified referred to herein in lawful money of the United States of America Dollars and in immediately available funds. If any draft shall be presented for payment under any Letter of Credit, (a) in the case of any Letter of Credit issued by an Issuing Lender which is a Lender, such Issuing Lender shall promptly notify the Borrower of the date and amount thereof and (b) in the case of any Letter of Credit issued by an Issuing Lender which is not a Lender, the Administrative Agent shall promptly notify the Borrower of the date and amount thereof. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower prior to 12:00 Noon, New York City time, on any Business Day, of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the next Business Day. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower after 12:00 Noon, New York City time, on any Business Day of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the second succeeding Business Day. Interest shall be payable on any and all such amounts remaining unpaid by the Borrower under this Section from the date of on which the related drawing relevant draft or other demand for payment is paid until payment in full at the rate set forth in (i) until the second Business Day following next succeeding the date of such drawingthe relevant notice, Section 2.15(b4.5(b) and (ii) thereafter, Section 2.15(c4.5(c). Each drawing under any Letter of Credit shall (unless an event of the type described in clause (i) or (ii) of Section 8(f9.1(f) shall have occurred and be continuing with respect to the Borrower, in which case case, the procedures specified in Section 3.4 3.10 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 3.2 of Base Rate Loans (or, at the option of the Administrative Agent and the Swing Line Lender in their sole discretion, a borrowing pursuant to Section 2.7 of Swing Line Loans) in the amount of such drawing. The Borrowing Date with respect to such borrowing shall be the first date on which a borrowing of Revolving Loans could be made, pursuant to Section 3.2, if the Administrative Agent had received a notice of such drawingborrowing at the time the Administrative Agent receives notice from the Issuing Lender of such drawing under such Letter of Credit.

Reimbursement Obligation of the Borrower. The Borrower agrees, in accordance with agrees to reimburse the terms Issuing Lender no later than three Business Days after the date on which the Issuing Lender notifies the Borrower of the provisions date and amount of this Section, to reimburse (a) in the case of a draft presented under any Letter of Credit issued and paid by an Issuing Lender which is a Lender, such the Issuing Lender for the amount of (ia) such draft so paid and (iib) any taxes, fees, charges or other costs or expenses incurred by the Issuing Lender in connection with such payment and (b) in the case of any Letter of Credit issued by an Issuing Lender which is not a Lender, the Administrative Agent for the amount of any payment made by the Administrative Agent in respect of any drawing under any such Letter of Creditpayment. Each such payment shall be made to the relevant Issuing Lender or the Administrative Agent, as the case may be, at its address for notices specified herein in lawful money of the United States of America and in immediately available funds. If any draft shall be presented for payment under any Letter of Credit, (a) in the case of any Letter of Credit issued by an Issuing Lender which is a Lender, such Issuing Lender shall promptly notify the Borrower of the date and amount thereof and (b) in the case of any Letter of Credit issued by an Issuing Lender which is not a Lender, the Administrative Agent shall promptly notify the Borrower of the date and amount thereof. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower prior to 12:00 Noon, New York City time, on any Business Day, of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the next Business Day. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower after 12:00 Noon, New York City time, on any Business Day of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the second succeeding Business Day. Interest shall be payable on any and all amounts remaining unpaid by the Borrower under this Section from the date of the related applicable drawing until payment in full at the rate set forth in (i) until the second third Business Day following notice to the date of such drawingBorrower, Section 2.15(b4.5(b) and (ii) thereafter, Section 2.15(c4.5(c). Each Unless the Borrower shall otherwise notify the Issuing Lender and the Administrative Agent, each drawing under any Letter of Credit shall (unless an event of the type described in clause (i) or (ii) of Section 8(f9(f) shall have occurred and be continuing with respect to the Borrower, in which case the procedures specified in Section 3.4 3.10 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 3.2 of Base Rate Loans (or, at the option of the Administrative Agent and the Swing Line Swingline Lender in their sole discretion, a borrowing pursuant to Section 2.7 3.4 of Swing Line Swingline Loans) in the amount of such drawing. The Borrowing Date with respect to such borrowing shall be the first date on which a borrowing of Revolving Loans (or, if applicable, Swingline Loans) could be made, pursuant to Section 3.2 or, if applicable, Section 3.4), if the Administrative Agent had received a notice of such drawingborrowing at the time the Administrative Agent receives notice from the relevant Issuing Lender of such drawing under such Letter of Credit.

Reimbursement Obligation of the Borrower. The Borrower agrees, in accordance with the terms of the provisions of this Section, agrees to reimburse each Issuing Lender on (ai) in the case Business Day on which the Borrower receives notice from an Issuing Lender of any a draft drawn on a Letter of Credit issued by an Issuing Lender which is a Lender, such Issuing Lender and paid by such Issuing Lender, if such notice is received on such Business Day prior to 10:00 A.M., Chicago, Illinois time, or (ii) if clause (i) above does not apply, the Business Day immediately following the day on which the Borrower receives such notice, for the amount of (ia) such draft so paid and (iib) any taxes, fees, charges or other costs or expenses incurred by the such Issuing Lender in connection with such payment which are obligations of the Borrower hereunder (the amounts described in the foregoing clauses (a) and (b) in the case of any Letter of Credit issued by an Issuing Lender which is not a Lender, the Administrative Agent for the amount of any payment made by the Administrative Agent in respect of any drawing under any such Letter of Creditdrawing, collectively, the “Payment Amount”). Each such payment shall be made to the relevant such Issuing Lender or the Administrative Agent, as the case may be, at its address for notices specified herein in lawful money of the United States of America and in immediately available funds. If any draft shall be presented for payment under any Letter of Credit, (a) in the case of any Letter of Credit issued by an Issuing Lender which is a Lender, such Issuing Lender shall promptly notify the Borrower of the date and amount thereof and (b) in the case of any Letter of Credit issued by an Issuing Lender which is not a Lender, the Administrative Agent shall promptly notify the Borrower of the date and amount thereof. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower prior to 12:00 Noon, New York City time, on any Business Day, of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the next Business Day. If the relevant Issuing Lender or the Administrative Agent, as the case may be, notifies the Borrower after 12:00 Noon, New York City time, on any Business Day of any drawing under any Letter of Credit, the Borrower shall reimburse such Issuing Lender or the Administrative Agent, as the case may be, pursuant to this Section with respect to such drawing on the second succeeding Business Day. Interest shall be payable on any and all amounts remaining unpaid by the Borrower under this Section each Payment Amount from the date of the related applicable drawing until payment in full at the rate set forth in (i) until the second Business Day following the date of such the applicable drawing, Section 2.15(b2.10(b) and (ii) thereafter, Section 2.15(c2.10(c). Each drawing under any Letter of Credit shall (unless an event of the type described in clause (i) or (ii) of Section 8(f) shall have occurred and be continuing with respect to the Borrower, in which 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 2.1 of Base Rate ABR Loans (or, at the option of the Administrative Agent and the Swing Line Swingline Lender in their sole discretion, a borrowing pursuant to Section 2.7 2.3 of Swing Line Swingline Loans) in the amount of such drawing. The Borrowing Date with respect to such borrowing shall be the first date on which a borrowing of Revolving Loans (or, if applicable, Swingline Loans) could be made, pursuant to Section 2.1 (or, if applicable, Section 2.3), if the Administrative Agent had received a notice of such drawingborrowing at the time the Administrative Agent receives notice from the relevant Issuing Lender of such drawing under such Letter of Credit.