Common use of Reimbursement Clause in Contracts

Reimbursement. If an Issuing Lender shall make any LC Disbursement in respect of a Letter of Credit, the Company shall reimburse such Issuing Lender in respect of such LC Disbursement by paying to the Administrative Agent an amount equal to such LC Disbursement not later than 12:00 noon, New York City time, on (i) the Business Day that the Company receives notice of such LC Disbursement, if such notice is received prior to 10:00 a.m., New York City time, or (ii) the Business Day immediately following the day that the Company receives such notice, if such notice is not received prior to such time, provided that, if such LC Disbursement is not less than $500,000, the Company may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.03 that such payment be financed with a Base Rate Revolving Credit Loan Borrowing in an equivalent amount and, to the extent so financed, the Company’s obligation to make such payment shall be discharged and replaced by the resulting Base Rate Revolving Credit Loan Borrowing. If the Company fails to make such payment when due, the Administrative Agent shall notify each Revolving Credit Lender of the applicable LC Disbursement, the payment then due from the Company in respect thereof and such Revolving Credit Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Revolving Credit Lender shall pay to the Administrative Agent its Applicable Percentage of the payment then due from the Company, in the same manner as provided in Section 2.05 with respect to Revolving Credit Loans made by such Lender (and Section 2.05 shall apply, mutatis mutandis, to the payment obligations of the Revolving Credit Lenders), and the Administrative Agent shall promptly pay to the respective Issuing Lender the amounts so received by it from the Revolving Credit Lenders. Promptly following receipt by the Administrative Agent of any payment from the Company pursuant to this paragraph, the Administrative Agent shall distribute such payment to the respective Issuing Lender or, to the extent that the Revolving Credit Lenders have made payments pursuant to this paragraph to reimburse such Issuing Lender, then to such Lenders and such Issuing Lender as their interests may appear. Any payment made by a Revolving Credit Lender pursuant to this paragraph to reimburse an Issuing Lender for any LC Disbursement shall not constitute a Loan and shall not relieve the Company of its obligation to reimburse such LC Disbursement.

Reimbursement. If an the Issuing Lender Bank shall make any LC Disbursement in respect of a Letter of Credit, the Company Borrower shall reimburse such Issuing Lender in respect of such LC Disbursement by paying to the Administrative Agent an amount equal to such LC Disbursement not later than 12:00 noon, New York City time, on (i) on the Business Day date that such LC Disbursement is made, if the Company receives Borrower shall have received notice of such LC Disbursement, if such notice is received Disbursement prior to 10:00 a.m., New York City time, on such date, or (ii) the Business Day immediately following the day that the Company Borrower receives such notice, if such notice is not received prior to such time, time on the day of receipt; provided that, if such LC Disbursement is not less than $500,000, that the Company mayBorrower shall, subject to the conditions to borrowing Borrowing set forth herein, be deemed to have requested, and the Borrower does hereby request in accordance with Section 2.03 under such circumstances, that such payment be financed with a Base Rate Revolving Credit Loan an ABR Borrowing in an equivalent amount and, to the extent so financed, the CompanyBorrower’s obligation to make such payment shall be discharged and replaced by the resulting Base Rate Revolving Credit Loan ABR Borrowing. If the Company Borrower fails to make such payment when due, the Administrative Agent shall notify each Revolving Credit Lender of the applicable LC Disbursement, the payment then due from the Company Borrower in respect thereof and such Revolving Credit Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Revolving Credit Lender shall pay to the Administrative Agent its Applicable Percentage of the payment then due from the CompanyBorrower, in the same manner as provided in Section 2.05 with respect to Revolving Credit Loans made by such Lender (and Section 2.05 shall apply, mutatis mutandis, to the payment obligations of the Revolving Credit Lenders), and the Administrative Agent shall promptly pay to the respective Issuing Lender Bank the amounts so received by it from the Revolving Credit Lenders. Promptly following receipt by the Administrative Agent of any payment from the Company Borrower pursuant to this paragraphSection 2.08(e), the Administrative Agent shall distribute such payment to the respective Issuing Lender Bank or, to the extent that the Revolving Credit Lenders have made payments pursuant to this paragraph Section 2.08(e) to reimburse such the Issuing LenderBank, then to such Lenders and such the Issuing Lender Bank as their interests may appear. Any payment made by a Revolving Credit Lender pursuant to this paragraph Section 2.08(e) to reimburse an the Issuing Lender Bank for any LC Disbursement (other than the funding of ABR Loans as contemplated above) shall not constitute a Loan and shall not relieve the Company Borrower of its obligation to reimburse such LC Disbursement.

Reimbursement. If an Issuing Lender Bank shall make any LC Disbursement in respect of a Letter of Credit, the Company Borrower shall reimburse such Issuing Lender in respect of such LC Disbursement by paying to the Administrative Agent an amount equal to such LC Disbursement not later than 12:00 noon, New York City time, on (i) the Business Day that the Company receives notice of such LC Disbursement, if such notice is received prior to 10:00 a.m., New York City time, or (ii) the Business Day immediately following the day that the Company receives such notice, if such Borrower received notice is not received prior to such time, provided that, if of such LC Disbursement is not less than $500,000, Disbursement; provided that the Company Borrower may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.03 that such payment be financed with a Base Rate an ABR Revolving Credit Loan Borrowing in an equivalent amount and, to the extent so financed, the CompanyBorrower’s obligation to make such payment shall be discharged and replaced by the resulting Base Rate ABR Revolving Credit Loan Borrowing. If the Company Borrower fails to make such payment when duereimburse any LC Disbursement by the time specified above in this paragraph, then the Administrative Agent shall notify each Revolving Credit Lender of the applicable LC Disbursement, the payment then due from the Company Borrower in respect thereof and such Revolving Credit Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Revolving Credit Lender shall pay to the Administrative Agent its Applicable Percentage of the payment amount then due from the CompanyBorrower, in the same manner as provided in Section 2.05 with respect to Revolving Credit Loans made by such Lender (and Section 2.05 shall apply, mutatis mutandis, to the payment obligations of the Revolving Credit LendersLenders under this paragraph), and the Administrative Agent shall promptly pay remit to the respective applicable Issuing Lender Bank the amounts so received by it from the Revolving Credit Lenders. Promptly following receipt by the Administrative Agent of any payment from the Company Borrower pursuant to this paragraph, the Administrative Agent shall distribute such payment to the respective applicable Issuing Lender Bank or, to the extent that the Revolving Credit Lenders have made payments pursuant to this paragraph to reimburse such Issuing LenderBank, then to such Revolving Lenders and such Issuing Lender Bank as their interests may appear. Any payment made by a Revolving Credit Lender pursuant to this paragraph to reimburse an any Issuing Lender Bank for any LC Disbursement (other than the funding of an ABR Revolving Borrowing as contemplated above) shall not constitute a Loan and shall not relieve the Company Borrower of its obligation to reimburse such LC Disbursement.

Reimbursement. If an Issuing Lender LC Issuer shall make any LC Disbursement in respect of a Letter of Credit, the Company applicable Borrower shall reimburse such Issuing Lender in respect of such LC Disbursement by paying to the Administrative Agent an amount equal to such LC Disbursement not later than 12:00 noon, New York City time, on (i) on the Business Day that immediately following the Company day on which such Borrower receives notice of such LC Disbursement, if such notice is received prior to 10:00 a.m.or at 12:00 noon, New York City time, on the day of receipt, or (ii) the two Business Day immediately following Days after the day that the Company on which such Borrower receives such notice, if such notice is not received prior to such after 12:00 noon, New York City time, on the day of receipt; provided that, if such LC Disbursement is not less than $500,000, that the Company applicable Borrower may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.03 2.04 that such payment be financed with a Base Rate Revolving Credit Loan Borrowing in an equivalent amount and, to the extent so financed, the Company’s obligation of such Borrower to make such payment shall be discharged and replaced by the resulting Base Rate Revolving Credit Loan Borrowing. If the Company applicable Borrower fails to make such payment when due, the Administrative Agent shall notify each Revolving Credit applicable Lender of the applicable LC Disbursement, the payment then due from the Company such Borrower in respect thereof and such Revolving Credit Lender’s Applicable Global Tranche Percentage or US Tranche Percentage, as applicable, thereof. Promptly following receipt of such notice, each Revolving Credit Global Tranche Lender or US Tranche Lender, as applicable, shall pay to the Administrative Agent its Applicable Global Tranche Percentage or US Tranche Percentage of the payment then due from the Companysuch Borrower, in the same manner as provided in Section 2.05 2.02(e) with respect to Revolving Credit Loans made by such Lender (and Section 2.05 2.02(e) shall apply, mutatis mutandis, to the payment obligations of the Revolving Credit Lenders), and the Administrative Agent shall promptly pay to the respective Issuing Lender LC Issuer the amounts so received by it from the Revolving Credit Lenders. Promptly following receipt by the Administrative Agent of any payment from the Company applicable Borrower pursuant to this paragraph, the Administrative Agent shall distribute such payment to the respective Issuing Lender LC Issuer or, to the extent that the Revolving Credit Lenders have made payments pursuant to this paragraph to reimburse such Issuing Lenderthe LC Issuer, then to such Lenders and such Issuing Lender the LC Issuer as their interests may appear. Any payment made by a Revolving Credit Lender pursuant to this paragraph to reimburse an Issuing Lender the LC Issuer for any LC Disbursement (other than the funding of Base Rate Loans as contemplated above) shall not constitute a Loan and shall not relieve the Company applicable Borrower of its obligation to reimburse such LC Disbursement.

Reimbursement. If an the Issuing Lender Bank shall make any LC Disbursement in respect of a Letter of Credit, the Company Borrower shall reimburse such Issuing Lender in respect of such LC Disbursement by paying to the Administrative Agent an amount equal to such LC Disbursement (i) not later than 12:00 noon11:00 a.m., New York City Chicago time, on (i) the Business Day date that such LC Disbursement is made, if the Company receives Borrower shall have received notice of such LC Disbursement, if such notice is received Disbursement prior to 10:00 9:00 a.m., New York City Chicago time, on such date, or (ii) if such notice has not been received by the Borrower prior to such time on such date, then not later than 11:00 a.m., Chicago time, on the Business Day immediately following the day that the Company Borrower receives such notice, if such notice is not received prior to such time, ; provided that, if such LC Disbursement is not less than $500,000, the Company Borrower may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.03 or 2.05 that such payment be financed with a Base Rate Revolving Credit Loan CBFR Borrowing in an equivalent amount and, to the extent so financed, the CompanyBorrower’s obligation to make such payment shall be discharged and replaced by the resulting Base Rate Revolving Credit Loan CBFR Borrowing. If the Company Borrower fails to make such payment when due, the Administrative Agent shall notify each Revolving Credit Lender of the applicable LC Disbursement, the payment then due from the Company Borrower in respect thereof and such Revolving Credit Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Revolving Credit Lender shall pay to the Administrative Agent its Applicable Percentage of the payment then due from the CompanyBorrower, in the same manner as provided in Section 2.05 2.07 with respect to Revolving Credit Loans made by such Lender (and Section 2.05 2.07 shall apply, mutatis mutandis, to the payment obligations of the Revolving Credit Lenders), and the Administrative Agent shall promptly pay to the respective Issuing Lender Bank the amounts so received by it from the Revolving Credit Lenders. Promptly following receipt by the Administrative Agent of any payment from the Company Borrower pursuant to this paragraph, the Administrative Agent shall distribute such payment to the respective Issuing Lender Bank or, to the extent that the Revolving Credit Lenders have made payments pursuant to this paragraph to reimburse such the Issuing LenderBank, then to such Lenders and such the Issuing Lender Bank as their interests may appear. Any payment made by a Revolving Credit Lender pursuant to this paragraph to reimburse an the Issuing Lender Bank for any LC Disbursement (other than the funding of CBFR Revolving Loans as contemplated above) shall not constitute a Loan and shall not relieve the Company Borrower of its obligation to reimburse such LC Disbursement.

Reimbursement. (i) If an the Issuing Lender Bank shall make any LC Disbursement in respect of a Letter of Credit, the Company Borrower shall reimburse such Issuing Lender in respect of such LC Disbursement by paying to the Administrative Agent Issuing Bank an amount equal to such LC Disbursement and in Dollars not later than 12:00 noon3:00 p.m., New York City time, on (i) the Business Day that the Company receives notice of such LC Disbursement, if such notice is received prior to 10:00 a.m., New York City time, or (ii) the Business Day immediately following the day that the Company Borrower receives such notice, if such notice is not received prior to such time, provided that, if of such LC Disbursement is not less than $500,000, Disbursement; provided that the Company Borrower may, subject to the conditions to borrowing Borrowing set forth herein, request in accordance with Section 2.03 that such payment be financed with a Base Rate ABR Revolving Credit Loan Borrowing Loans in an equivalent amount and, to the extent so financed, the CompanyBorrower’s obligation to make such payment shall be discharged and replaced by the resulting Base Rate ABR Revolving Credit Loan Borrowing. Loans. (ii) If the Company Borrower fails to make such payment when due, the Issuing Bank shall notify the Administrative Agent in writing, and the Administrative Agent shall notify each Revolving Credit Lender of the applicable LC Disbursement, the payment then due from the Company Borrower in respect thereof and such Revolving Credit Lender’s Applicable Pro Rata Percentage thereof. Promptly following receipt of such notice, each Each Revolving Credit Lender shall pay by wire transfer of immediately available funds to the Administrative Agent its Applicable not later than 12:00 p.m., New York City time, one (1) Business Day after such date, an amount equal to such Revolving Lender’s Pro Rata Percentage of the payment then due from the Company, unreimbursed LC Disbursement in the same manner as provided in Section 2.05 2.02(c) with respect to Revolving Credit Loans made by such Lender (and Section 2.05 shall apply, mutatis mutandis, to the payment obligations of the Revolving Credit Lenders)Lender, and the Administrative Agent shall will promptly pay to the respective Issuing Lender Bank the amounts so received by it from the Revolving Credit Lenders. Promptly following receipt Any amounts received by the Issuing Bank from the Borrower pursuant to the above paragraph prior to, concurrently with or after any Revolving Lender makes any payment pursuant to the preceding sentence will be promptly remitted by the Issuing Bank to the Administrative Agent and by the Administrative Agent to the Revolving Lenders that shall have made such payments. (iii) If any Revolving Lender shall not have made its Pro Rata Percentage of any payment from the Company pursuant such LC Disbursement to this paragraph, the Administrative Agent shall distribute available as provided above, each of such payment Revolving Lender and the Borrower severally agrees to pay interest on such amount, for each day from and including the respective Issuing Lender ordate such amount is required to be paid in accordance with the foregoing to but excluding the date such amount is paid, to the extent that Administrative Agent for the Revolving Credit Lenders have made payments pursuant to this paragraph to reimburse account of the Issuing Bank at (i) in the case of the Borrower, the rate per annum set forth in clause (h) below and (ii) in the case of such Issuing Lender, then to such Lenders and such Issuing Lender as their interests may appear. Any payment made at a rate determined by a Revolving Credit Lender pursuant to this paragraph to reimburse an Issuing Lender for any LC Disbursement shall not constitute a Loan and shall not relieve the Company of its obligation to reimburse such LC DisbursementAdministrative Agent in accordance with banking industry rules or practices on interbank compensation.

Reimbursement. If an the Issuing Lender Bank shall make any LC Disbursement in respect of a Letter of Credit, the Company Borrower shall reimburse such Issuing Lender in respect of such LC Disbursement by paying to the Administrative Agent an amount equal to such LC Disbursement not later than 12:00 noon, New York City Boston, Massachusetts time, on (i) the Business Day that such LC Disbursement is made, if the Company receives Borrower shall have received notice of such LC Disbursement, if such notice is received Disbursement prior to 10:00 a.m., New York City Boston, Massachusetts time, or (ii) on such date, or, if such notice has not been received by the Borrower prior to such time on such date, then on the Business Day immediately following the day that the Company Borrower receives such notice, if such notice is not received prior to such time, time on the day of receipt; provided that, if such LC Disbursement is not less than $500,000, that the Company Borrower may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.03 that such payment be financed with a Base Rate an ABR Revolving Credit Borrowing or Swingline Loan Borrowing in an equivalent amount and, to the extent so financed, the Company’s Borrower's obligation to make such payment shall be discharged and replaced by the resulting Base Rate ABR Revolving Credit Loan BorrowingBorrowing or Swingline Loan. If the Company Borrower fails to make such payment when due, the Administrative Agent shall notify each Revolving Credit Lender of the applicable LC Disbursement, the payment then due from the Company Borrower in respect thereof and such Revolving Credit Lender’s 's Applicable Percentage thereof. Promptly following receipt of such notice, each Revolving Credit Lender shall pay to the Administrative Agent its Applicable Percentage of the payment then due from the CompanyBorrower, in the same manner as provided in Section 2.05 2.06 with respect to Revolving Credit Loans made by such Lender (and Section 2.05 2.06 shall apply, mutatis mutandis, to the payment obligations of the Revolving Credit Lenders), and the Administrative Agent shall promptly pay to the respective Issuing Lender Bank the amounts so received by it from the Revolving Credit Lenders. Promptly following receipt by the Administrative Agent of any payment from the Company Borrower pursuant to this paragraph, the Administrative Agent shall distribute such payment to the respective Issuing Lender Bank or, to the extent that the Revolving Credit Lenders have made payments pursuant to this paragraph to reimburse such the Issuing LenderBank, then to such Lenders and such the Issuing Lender Bank as their interests may appear. Any payment made by a Revolving Credit Lender pursuant to this paragraph to reimburse an the Issuing Lender Bank for any LC Disbursement (other than the funding of ABR Revolving Loans or a Swingline Loan as contemplated above) shall not constitute a Loan and shall not relieve the Company Borrower of its obligation to reimburse such LC Disbursement.

Reimbursement. If an Issuing Lender shall make any LC Disbursement in respect of a Letter of CreditThe City shall, the Company shall reimburse such Issuing Lender in respect of such LC Disbursement by paying to the Administrative Agent an amount equal to such LC Disbursement not later than 12:00 noon, New York City time, on (i) the Business Day that the Company receives notice of such LC Disbursement, if such notice is received prior to 10:00 a.m., New York City time, or (ii) the Business Day immediately following the day that the Company receives such notice, if such notice is not received prior to such time, provided that, if such LC Disbursement is not less than $500,000, the Company may, fullest extent permitted by law and subject to the conditions provisions hereof, pay the Bank for the full amount of Indemnified Taxes and Other Taxes including any Indemnified Taxes or Other Taxes imposed by any jurisdiction on amounts payable under this Section 3.01 paid by the Bank or any liability (including penalties, interest and expenses) arising therefrom or with respect thereto, whether or not such Indemnified Taxes or Other Taxes were correctly or legally asserted; provided, that the City shall not be obligated to borrowing set forth hereinpay the Bank for any penalties, request in accordance with Section 2.03 that such payment be financed with a Base Rate Revolving Credit Loan Borrowing in an equivalent amount and, interest or expenses relating to Indemnified Taxes or Other Taxes arising from the Bank’s gross negligence or willful misconduct. The Bank agrees to give notice to the extent so financed, the Company’s obligation to make such payment shall be discharged and replaced by the resulting Base Rate Revolving Credit Loan Borrowing. If the Company fails to make such payment when due, the Administrative Agent shall notify each Revolving Credit Lender City of the applicable LC Disbursement, assertion of any claim against the payment then due from the Company in respect thereof and Bank relating to such Revolving Credit Lender’s Applicable Percentage thereof. Promptly following receipt Indemnified Taxes or Other Taxes as promptly as is practicable after being notified of such noticeassertion; provided, each Revolving Credit Lender shall pay to the Administrative Agent its Applicable Percentage of the payment then due from the Company, in the same manner as provided in Section 2.05 with respect to Revolving Credit Loans made by such Lender (and Section 2.05 shall apply, mutatis mutandis, to the payment obligations of the Revolving Credit Lenders), and the Administrative Agent shall promptly pay to the respective Issuing Lender the amounts so received by it from the Revolving Credit Lenders. Promptly following receipt by the Administrative Agent of any payment from the Company pursuant to this paragraph, the Administrative Agent shall distribute such payment to the respective Issuing Lender or, to the extent that the Revolving Credit Lenders have made payments pursuant Bank’s failure to this paragraph to reimburse notify the City promptly of such Issuing Lender, then to such Lenders and such Issuing Lender as their interests may appear. Any payment made by a Revolving Credit Lender pursuant to this paragraph to reimburse an Issuing Lender for any LC Disbursement shall not constitute a Loan and assertion shall not relieve the Company City of its obligation under this Section 3.01. Payments by the City pursuant to reimburse this subsection (b) shall be made within thirty (30) days from the date the Bank makes written demand therefor, which demand shall be accompanied by a certificate describing in reasonable detail the basis thereof. The Bank agrees to repay to the City any refund (including that portion of any interest that was included as part of such LC Disbursementrefund) with respect to Taxes or Other Taxes paid by the City pursuant to this Section 3.01 received by the Bank for Indemnified Taxes or Other Taxes that were paid by the City pursuant to this Section 3.01 and to contest, with the cooperation and at the expense of the City, any such Indemnified Taxes or Other Taxes which the Bank or the City reasonably believes not to have been properly assessed.

Reimbursement. If an Issuing Lender Bank shall make any LC Disbursement in respect of a Letter of Credit, the Company Borrowers shall reimburse such Issuing Lender in respect of such LC Disbursement by paying to the Issuing Bank, with notice of such payment given to the Administrative Agent Agent, an amount equal to such LC Disbursement in dollars not later than 12:00 noon4:00 p.m., New York City time, on (i) the Business Day that the Company receives notice of such LC Disbursement, if such notice is received prior to 10:00 a.m., New York City time, or (ii) the Business Day immediately following the day that the Company receives Borrowers receive notice of such notice, if such notice is not received prior to such time, LC Disbursement; provided that, if such LC Disbursement is not less than the Dollar Equivalent of $500,0001,000,000, the Company Borrowers may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.03 or Section 2.04 that such payment be financed with a Base Rate an ABR Revolving Credit Loan Borrowing or a Swingline Loan, in each case in an equivalent amount amount, and, to the extent so financed, the Company’s Borrowers’ obligation to make such payment shall be discharged and replaced by the resulting Base Rate ABR Revolving Credit Loan BorrowingBorrowing or Swingline Loan. If the Company fails Borrowers fail to make such payment when due, the Administrative Agent shall notify each Revolving Credit Lender of the applicable LC Disbursement, the payment then due from the Company Borrowers in respect thereof and such Revolving Credit Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Revolving Credit Lender shall pay to the Administrative Agent its Applicable Percentage of the payment then due from the CompanyBorrowers, in dollars and in the same manner as provided in Section 2.05 2.06 with respect to Revolving Credit Loans made by such Lender (and Section 2.05 2.06 shall apply, mutatis mutandis, to the payment obligations of the Revolving Credit LendersLenders pursuant to this paragraph), and the Administrative Agent shall promptly pay remit to the respective applicable Issuing Lender Bank the amounts so received by it from the Revolving Credit Lenders. Promptly following receipt by the Administrative Agent of any payment from the Company Borrowers pursuant to this paragraph, the Administrative Agent shall distribute such payment to the respective applicable Issuing Lender Bank in dollars or, to the extent that the Revolving Credit Lenders have made payments pursuant to this paragraph to reimburse such Issuing LenderBank, then to such Revolving Lenders and such Issuing Lender Bank as their interests may appear. Any payment made by a Revolving Credit Lender pursuant to this paragraph to reimburse an any Issuing Lender Bank for any LC Disbursement (other than the funding of ABR Revolving Loans or a Swingline Loan as contemplated above) shall not constitute a Loan and shall not relieve the Company Borrowers of its their obligation to reimburse such LC Disbursement.

Reimbursement. If an Issuing Lender Bank shall make any LC Disbursement in respect of a Letter of Credit, the Company applicable Borrower shall reimburse such Issuing Lender in respect of such LC Disbursement by paying to the Administrative Agent an amount equal to such LC Disbursement not later than 12:00 noonon the date that such LC Disbursement is made, if such Borrower shall have received notice of such LC Disbursement prior to 9:00 a.m., New York City time, on (i) the Business Day that the Company receives notice of such LC Disbursementdate, or, if such notice is has not been received by such Borrower prior to 10:00 a.m.such time on such date, New York City time, or (ii) then on the Business Day immediately following the day that the Company such Borrower receives such notice, if ; provided that such notice is not received prior to such time, provided that, if such LC Disbursement is not less than $500,000, the Company Borrower may, subject to the conditions to borrowing set forth herein, request in accordance with Section Sections 2.03 that such payment be financed with a Base Rate Revolving Credit Loan an ABR Borrowing in an equivalent amount and, to the extent so financed, the Companysuch Borrower’s obligation to make such payment shall be discharged and replaced by the resulting Base Rate Revolving Credit Loan ABR Borrowing. If the Company such Borrower fails to make such payment when due, the Administrative Agent shall notify each Revolving Credit Lender of the applicable LC Disbursement, the payment then due from the Company such Borrower in respect thereof and such Revolving Credit Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Revolving Credit Lender shall pay to the Administrative Agent its Applicable Percentage of the payment then due from the Companysuch Borrower, in the same manner as provided in Section 2.05 2.07 with respect to Revolving Credit Loans made by such Lender (and Section 2.05 2.07 shall apply, mutatis mutandis, to the payment obligations of the Revolving Credit Lenders), and the Administrative Agent shall promptly pay to the respective applicable Issuing Lender Bank the amounts so received by it from the Revolving Credit Lenders. Promptly following receipt by the Administrative Agent of any payment from the Company such Borrower pursuant to this paragraph, the Administrative Agent shall distribute such payment to the respective applicable Issuing Lender Bank or, to the extent that the Revolving Credit Lenders have made payments pursuant to this paragraph to reimburse such Issuing LenderBank, then to such Lenders and such the applicable Issuing Lender Bank as their interests may appear. Any payment made by a Revolving Credit Lender pursuant to this paragraph to reimburse an Issuing Lender Bank for any LC Disbursement (other than the funding of ABR Loans as contemplated above) shall not constitute a Loan and shall not relieve the Company a Borrower of its obligation to reimburse such LC Disbursement.

Reimbursement. If an the Issuing Lender shall make any LC Disbursement in respect of a Letter of CreditCredit (including any Letter of Credit issued for the account of any Subsidiary), the Company Borrower shall reimburse such Issuing Lender in respect of such LC Disbursement by paying to the Administrative Agent an amount equal to such LC Disbursement not later than 12:00 noon, New York City time, on (i) the Business Day that the Company receives notice of such LC Disbursement, if such notice is received prior to 10:00 a.m., New York City time, or (ii) the Business Day immediately following the day that the Company Borrower receives notice of such noticeLC Disbursement; provided, if such notice is not received prior to such time, provided that, if such LC Disbursement is not less than $500,000, the Company Borrower may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.03 2.04(a) that such payment be financed with a Base Rate Revolving Credit Loan an ABR Borrowing in an equivalent amount and, to the extent so financed, the CompanyBorrower’s obligation to make such payment shall be discharged and replaced by the resulting Base Rate Revolving Credit Loan ABR Borrowing. If the Company Borrower fails to make such payment when due, the Administrative Agent shall notify each Revolving Credit Tranche A Lender of the applicable LC Disbursement, the payment then due from the Company Borrower in respect thereof and such Revolving Credit Tranche A Lender’s Applicable Tranche A Commitment Percentage thereof. Promptly following receipt of such notice, each Revolving Credit Tranche A Lender shall pay to the Administrative Agent its Applicable Tranche A Commitment Percentage of the payment then due to the Issuing Lender from the CompanyBorrower, in the same manner as provided in Section 2.05 with respect to Revolving Credit Tranche A Loans made by such Tranche A Lender (and Section 2.05 shall apply, mutatis mutandis, to the payment obligations of the Revolving Credit Tranche A Lenders), and the Administrative Agent shall promptly pay to the respective Issuing Lender the amounts so received by it from the Revolving Credit Tranche A Lenders. Promptly following receipt by the Administrative Agent of any payment from the Company Borrower pursuant to this paragraph, the Administrative Agent shall distribute such payment to the respective Issuing Lender or, to the extent that the Revolving Credit Tranche A Lenders have made payments pursuant to this paragraph to reimburse such the Issuing Lender, then to such Tranche A Lenders and such the Issuing Lender as their interests may appear. Any payment made by a Revolving Credit Tranche A Lender pursuant to this paragraph to reimburse an the Issuing Lender for any LC Disbursement (other than the funding of ABR Loans as contemplated above) shall not constitute a Tranche A Loan and shall not relieve the Company Borrower of its obligation to reimburse such LC Disbursement.

Reimbursement. If an the Issuing Lender Bank shall make any LC Disbursement in respect of a Letter of Credit, the Company Borrower shall reimburse such Issuing Lender in respect of such LC Disbursement by paying to the Administrative Agent an amount equal to such LC Disbursement not later than 12:00 noon, New York City time, on (i) the Business Day that the Company receives notice of such LC Disbursement, if such notice is received prior to 10:00 a.m., New York City time, or (ii) the Business Day immediately following the day that the Company Borrower receives notice of such notice, if such notice is not received prior to such time, LC Disbursement; provided that, if such LC Disbursement is not less than $500,0002,000,000, the Company Borrower may, subject to the conditions to borrowing set forth herein, request (and, if the Borrower fails to reimburse such LC Disbursement when due, the Borrower shall be deemed to have requested) in accordance with Section 2.03 that such payment LC Disbursement be financed with a Base Rate an ABR Revolving Credit Loan Borrowing in an equivalent amount and, to the extent so financed, the CompanyBorrower’s obligation to make such payment shall be discharged and replaced by the resulting Base Rate ABR Revolving Credit Loan BorrowingBorrowing (and the time for reimbursement of such LC Disbursement shall automatically be extended to the Business Day following such request or deemed request). If the Company Borrower fails to make such payment when due, the Administrative Agent shall notify each Revolving Credit Lender of the applicable LC Disbursement, the payment then due from the Company Borrower in respect thereof and such Revolving Credit Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Revolving Credit Lender shall pay to the Administrative Agent its Applicable Percentage of the payment then due from the CompanyBorrower, in the same manner as provided in Section 2.05 2.06 with respect to Revolving Credit Loans made by such Revolving Lender (and Section 2.05 2.06 shall apply, mutatis mutandis, to the payment obligations of the Revolving Credit Lenders), and the Administrative Agent shall promptly pay to the respective Issuing Lender Bank the amounts so received by it from the Revolving Credit Lenders. Promptly following receipt by the Administrative Agent of any payment from the Company Borrower pursuant to this paragraph, the Administrative Agent shall distribute such payment to the respective Issuing Lender Bank or, to the extent that the Revolving Credit Lenders have made payments pursuant to this paragraph to reimburse such the Issuing LenderBank, then to such Revolving Lenders and such the Issuing Lender Bank as their interests may appear. Any payment made by a Revolving Credit Lender pursuant to this paragraph to reimburse an the Issuing Lender Bank for any LC Disbursement (other than the funding of ABR Revolving Loans as contemplated above) shall not constitute a Loan and shall not relieve the Company Borrower of its obligation to reimburse such LC Disbursement.

Reimbursement. If an Issuing Lender Bank shall make any LC Disbursement in respect of a Letter of Credit, the Company Borrower shall reimburse such Issuing Lender in respect of such LC Disbursement by paying to the Administrative Agent an amount equal to such LC Disbursement not later than 12:00 noonon the date that such LC Disbursement is made, if the Borrower shall have received notice of such LC Disbursement prior to 9:00 a.m., New York City time, on (i) the Business Day that the Company receives notice of such LC Disbursementdate, or, if such notice is has not been received by the Borrower prior to 10:00 a.m.such time on such date, New York City time, or (ii) then on the Business Day immediately following the day that the Company Borrower receives such notice, if such notice is not received prior to such time, ; provided that, if such LC Disbursement is not less than $500,000, that the Company Borrower may, subject to the conditions to borrowing set forth herein, request in accordance with Section Sections 2.03 or 2.05 that such payment be financed with an ABR Revolving Borrowing or a Base Rate Revolving Credit Swingline Loan Borrowing in an equivalent amount and, to the extent so financed, the CompanyBorrower’s obligation to make such payment shall be discharged and replaced by the resulting Base Rate ABR Revolving Credit Loan BorrowingBorrowing or Swingline Loan. If the Company Borrower fails to make such payment when due, the Administrative Agent shall notify each Revolving Credit Lender of the applicable LC Disbursement, the payment then due from the Company Borrower in respect thereof and such Revolving Credit Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Revolving Credit Lender shall pay to the Administrative Agent its Applicable Percentage of the payment then due from the CompanyBorrower, in the same manner as provided in Section 2.05 2.07 with respect to Revolving Credit Loans made by such Lender (and Section 2.05 2.07 shall apply, mutatis mutandis, to the payment obligations of the Revolving Credit Lenders), and the Administrative Agent shall promptly pay to the respective applicable Issuing Lender Bank the amounts so received by it from the Revolving Credit Lenders. Promptly following receipt by the Administrative Agent of any payment from the Company Borrower pursuant to this paragraph, the Administrative Agent shall distribute such payment to the respective applicable Issuing Lender Bank or, to the extent that the Revolving Credit Lenders have made payments pursuant to this paragraph to reimburse such Issuing LenderBank, then to such Lenders and such the applicable Issuing Lender Bank as their interests may appear. Any payment made by a Revolving Credit Lender pursuant to this paragraph to reimburse an Issuing Lender Bank for any LC Disbursement (other than the funding of ABR Revolving Loans or Swingline Loan as contemplated above) shall not constitute a Loan and shall not relieve the Company Borrower of its obligation to reimburse such LC Disbursement.

Reimbursement. If an Issuing Lender Bank shall make any LC Disbursement in respect of a Letter of Credit, the Company shall reimburse such Issuing Lender in respect of such LC Disbursement by paying to the Administrative Agent in Dollars the Dollar Amount equal to such LC Disbursement, calculated as of the date such Issuing Bank made such LC Disbursement (or if such Issuing Bank shall so elect in its sole discretion by notice to the Company, in such other Agreed Currency which was paid by such Issuing Bank pursuant to such LC Disbursement in an amount equal to such LC Disbursement Disbursement) not later than 12:00 noonnoon on the date that such LC Disbursement is made, New York City time, on (i) the Business Day that if the Company receives shall have received notice of such LC DisbursementDisbursement prior to 10:00 a.m. on such date, or, if such notice is has not been received by the Company prior to 10:00 a.m.such time on such date, New York City time, or (ii) then not later than 12:00 noon on the Business Day immediately following the day that the Company receives such notice, if such notice is not received prior to such time, time on the day of receipt; provided that, if such LC Disbursement is not less than the Dollar Amount of $500,0001,000,000, the Company may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.03 or 2.05 that such payment be financed with a Base Rate an ABR Revolving Credit Borrowing or Swingline Loan Borrowing in an equivalent amount Dollar Amount of such LC Disbursement and, to the extent so financed, the Company’s obligation to make such payment shall be discharged and replaced by the resulting Base Rate ABR Revolving Credit Loan BorrowingBorrowing or Swingline Loan. If the Company fails to make such payment when due, the Administrative Agent shall notify each Revolving Credit Lender of the applicable LC Disbursement, the payment then due from the Company in respect thereof and such Revolving Credit Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Revolving Credit Lender shall pay to the Administrative Agent its Applicable Percentage of the payment then due from the Company, in the same manner as provided in Section 2.05 2.07 with respect to Revolving Credit Loans made by such Lender (and Section 2.05 2.07 shall apply, mutatis mutandis, to the payment obligations of the Revolving Credit Lenders), and the Administrative Agent shall promptly pay to the respective relevant Issuing Lender Bank the amounts so received by it from the Revolving Credit Lenders. Promptly following receipt by the Administrative Agent of any payment from the Company pursuant to this paragraph, the Administrative Agent shall distribute such payment to the respective relevant Issuing Lender Bank or, to the extent that the Revolving Credit Lenders have made payments pursuant to this paragraph to reimburse such Issuing LenderBank, then to such Lenders and such Issuing Lender Bank as their interests may appear. Any payment made by a Revolving Credit Lender pursuant to this paragraph to reimburse an Issuing Lender Bank for any LC Disbursement (other than the funding of ABR Revolving Loans or a Swingline Loan as contemplated above) shall not constitute a Loan and shall not relieve the Company of its obligation to reimburse such LC Disbursement.

Reimbursement. If an Issuing Lender Bank shall make any LC Disbursement in respect of a Letter of Credit, the Company Borrower shall reimburse such Issuing Lender in respect of such LC Disbursement by paying to the Issuing Bank, with notice of such payment given to the Administrative Agent Agent, an amount equal to such LC Disbursement in the same currency as the LC Disbursement not later than 12:00 noon4:00 p.m., New York City time, on (i) the Business Day that the Company receives notice of such LC Disbursement, if such notice is received prior to 10:00 a.m., New York City time, or (ii) the Business Day immediately following the day that the Company Borrower receives notice of such notice, if such notice is not received prior to such time, LC Disbursement; provided that, if such LC Disbursement is not less than $500,0001,000,000, the Company Borrower may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.03 or Section 2.04 that such payment be financed with a Base Rate an ABR Revolving Credit Loan Borrowing or a Swingline Loan, in each case in an equivalent amount amount, and, to the extent so financed, the CompanyBorrower’s obligation to make such payment shall be discharged and replaced by the resulting Base Rate ABR Revolving Credit Loan BorrowingBorrowing or Swingline Loan. If the Company Borrower fails to make such payment when due, the Administrative Agent shall notify each Revolving Credit Lender of the applicable LC Disbursement, the payment then due from the Company Borrower in respect thereof and such Revolving Credit Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Revolving Credit Lender shall pay to the Administrative Agent its Applicable Percentage of the payment then due from the CompanyBorrower, in dollars and in the same manner as provided in Section 2.05 2.06 with respect to Revolving Credit Loans made by such Lender (and Section 2.05 2.06 shall apply, mutatis mutandis, to the payment obligations of the Revolving Credit LendersLenders pursuant to this paragraph), and the Administrative Agent shall promptly pay remit to the respective applicable Issuing Lender Bank the amounts so received by it from the Revolving Credit Lenders. Promptly following receipt by the Administrative Agent of any payment from the Company Borrower pursuant to this paragraph, the Administrative Agent shall distribute such payment to the respective applicable Issuing Lender Bank in dollars or, to the extent that the Revolving Credit Lenders have made payments pursuant to this paragraph to reimburse such Issuing LenderBank, then to such Revolving Lenders and such Issuing Lender Bank as their interests may appear. Any payment made by a Revolving Credit Lender pursuant to this paragraph to reimburse an any Issuing Lender Bank for any LC Disbursement (other than the funding of ABR Revolving Loans or a Swingline Loan as contemplated above) shall not constitute a Loan and shall not relieve the Company Borrower of its obligation to reimburse such LC Disbursement.

Reimbursement. (i) If an the applicable Issuing Lender shall make Bank makes any LC Disbursement in respect of a Letter of Credit, the Company Borrowers shall reimburse such Issuing Lender in respect of such LC Disbursement by paying to the Administrative Agent (or, in the case of Commercial Letters of Credit, the applicable Issuing Bank) an amount equal to such LC Disbursement not later than 12:00 noon, New York City time, 1:00 p.m. on (i) the second Business Day that immediately following the Company receives date on which the Borrowers receive notice under paragraph ‎(g) of this Section of such LC DisbursementDisbursement (or, if such notice is received less than two hours prior to 10:00 a.m.the deadline for requesting ABR Borrowings pursuant to ‎Section 2.03, New York City time, or (ii) on the third Business Day immediately following the day that date on which the Company receives Borrowers receive such notice, if such notice is not received prior to such time, ); provided that, if such LC Disbursement is not less than $500,000, the Company that a Borrower may, subject to the conditions to borrowing set forth herein, request in accordance with Section ‎Section 2.03 or ‎2.04 that such payment be financed with an ABR Revolving Loan or a Base Rate Revolving Credit Swingline Loan Borrowing in an equivalent amount and, to the extent so financed, the Company’s Borrowers’ obligation to make such payment shall be discharged and replaced by the resulting Base Rate Revolving Credit Loan BorrowingBorrowing or Swingline Loan. If the Company Borrowers fails to make such payment when due, the Administrative Agent shall notify each Revolving Credit Lender of the applicable LC Disbursement, the payment then due from the Company Borrowers in respect thereof and such Revolving Credit Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Revolving Credit Lender shall pay to the Administrative Agent its Applicable Percentage of the payment then due from the CompanyBorrowers, in the same manner as provided in Section 2.05 ‎Section 2.07 with respect to Revolving Credit Loans made by such Revolving Lender (and Section 2.05 ‎Section 2.07 shall apply, mutatis mutandis, to the payment obligations of the Revolving Credit Lenders), and the Administrative Agent shall promptly pay to the respective applicable Issuing Lender Bank the amounts so received by it from the Revolving Credit Lenders. Promptly following receipt by the Administrative Agent of any payment from the Company Borrowers pursuant to this paragraph, the Administrative Agent shall distribute such payment to the respective applicable Issuing Lender Bank or, to the extent that the Revolving Credit Lenders have made payments pursuant to this paragraph to reimburse such Issuing LenderBank, then to such Revolving Lenders and such Issuing Lender Bank as their interests may appear. Any payment made . (ii) If any Revolving Lender fails to make available to the Administrative Agent for the account of the applicable Issuing Bank any amount required to be paid by a such Revolving Credit Lender pursuant to the foregoing provisions of this paragraph ‎Section 2.05(e) by the time specified therein, such Issuing Bank shall be entitled to reimburse an recover from such Revolving Lender (acting through the Administrative Agent), on demand, such amount with interest thereon for the period from the date such payment is required to the date on which such payment is immediately available to such Issuing Bank at a rate per annum equal to the greater of the Federal Funds Effective Rate from time to time in effect and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation. A certificate of the applicable Issuing Bank submitted to any Revolving Lender for (through the Administrative Agent) with respect to any LC Disbursement amounts owing under this clause ‎(ii) shall not constitute a Loan and shall not relieve the Company of its obligation to reimburse such LC Disbursementbe conclusive absent manifest error.

Reimbursement. If an the Issuing Lender Bank shall make any LC Disbursement in respect of a Letter of Credit, the Company Borrowers shall reimburse such Issuing Lender in respect of such LC Disbursement by paying to the Administrative Agent an amount equal to such LC Disbursement not later than (a) 12:00 noon, New York, New York City time, on (i) the Business Day date that such LC Disbursement is made, if the Company receives applicable Borrower shall have received notice of such LC Disbursement, if such notice is received Disbursement prior to 10:00 a.m., New York, New York City time, one Business Day prior to such date or (iib) if such notice has not been received by the applicable Borrower prior to such time on such date, then not later than 12:00 noon, New York, New York time, two Business Day Days immediately following the day that the Company receives Borrowers receive such notice, if such notice is not received prior to such time, ; provided that, if such LC Disbursement is an Event of Default set forth in Article 7(g) shall not less than $500,000have occurred and be continuing, the Company may, subject Borrowers shall be deemed to the conditions to borrowing set forth herein, request have requested in accordance with Section 2.03 2.2 that such payment be financed with a Base Rate Revolving Credit an ABR Loan Borrowing in an equivalent amount and, to the extent so financed, the Company’s Borrowers' obligation to make such payment shall be discharged and replaced by the resulting Base Rate Revolving Credit Loan BorrowingABR Loan. If the Company fails Borrowers fail to make such payment when due, the Administrative Agent shall notify each Revolving Credit Lender of the applicable LC Disbursement, the payment then due from the Company Borrowers in respect thereof and such Revolving Credit Lender’s Applicable 's Loan Percentage thereof. Promptly following receipt of such notice, each Revolving Credit Lender shall pay to the Administrative Agent its Applicable Loan Percentage of the payment then due from the CompanyBorrowers, in the same manner as provided in Section 2.05 2.2 with respect to Revolving Credit Term Loans made by such Lender (and Section 2.05 2.2 shall apply, mutatis mutandis, to the payment obligations of the Revolving Credit Lenders), and the Administrative Agent shall promptly pay to the respective Issuing Lender Bank the amounts so received by it from the Revolving Credit Lenders. Promptly following receipt by the Administrative Agent of any payment from the Company Borrowers pursuant to this paragraphSection 2.3(e), the Administrative Agent shall distribute such payment to the respective Issuing Lender Bank or, to the extent that the Revolving Credit Lenders have made payments pursuant to this paragraph Section 2.3(e) to reimburse such the Issuing LenderBank, then to such Lenders and such the Issuing Lender Bank as their interests interest may appear. Any payment made by a Revolving Credit Lender pursuant to this paragraph Section 2.3(e) to reimburse an the Issuing Lender Bank for any LC Disbursement (other than the funding of ABR Loans as contemplated above) shall not constitute a Term Loan and shall not relieve the Company Borrowers of its their obligation to reimburse such LC Disbursement.

Reimbursement. If an Issuing Lender Bank shall make any LC Disbursement in respect of a Letter of Credit, the Company Borrower shall reimburse such Issuing Lender in respect of such LC Disbursement by paying to the Administrative Agent an amount equal to such LC Disbursement not later than 12:00 noon, New York City time, on (i) the Business Day that the Company receives notice of such LC Disbursement, if such notice is received prior to 10:00 a.m., New York City time, or (ii) the Business Day immediately following the day that the Company Borrower receives such notice, if such notice is not received prior to such timetime on the day of receipt; provided, provided that, if such LC Disbursement is not less than $500,000, the Company Borrower may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.03 that such payment be financed with a Base Rate Revolving Credit Loan an ABR Borrowing in an equivalent amount and, to the extent so financed, the CompanyBorrower’s obligation to make such payment shall be discharged and replaced by the resulting Base Rate Revolving Credit Loan ABR Borrowing. If the Company Borrower fails to make such payment when due, the Administrative Agent shall notify each Revolving Credit Lender of the applicable LC Disbursement, the payment then due from the Company Borrower in respect thereof and such Revolving Credit Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Revolving Credit Lender shall pay to the Administrative Agent its Applicable Percentage of the payment then due from the CompanyBorrower, in the same manner as provided in Section 2.05 2.07 with respect to Revolving Credit Loans made by such Lender (and Section 2.05 2.07 shall apply, mutatis mutandis, to the payment obligations of the Revolving Credit Lenders), and the Administrative Agent shall promptly pay to the respective applicable Issuing Lender Bank the amounts so received by it from the Revolving Credit Lenders. Promptly following receipt by the Administrative Agent of any payment from the Company Borrower pursuant to this paragraph, the Administrative Agent shall distribute such payment to the respective applicable Issuing Lender Bank or, to the extent that the Revolving Credit Lenders have made payments pursuant to this paragraph to reimburse such Issuing LenderBank, then to such Lenders and such Issuing Lender Bank as their interests may appear. Any payment made by a Revolving Credit Lender pursuant to this paragraph to reimburse an any Issuing Lender Bank for any LC Disbursement (other than the funding of ABR Loans as contemplated above) shall not constitute a Loan and shall not relieve the Company Borrower of its obligation to reimburse such LC Disbursement.

Reimbursement. If an Issuing Lender Bank shall make any LC Disbursement in respect of a Letter of Credit, the Company Borrowers shall reimburse such Issuing Lender in respect of such LC Disbursement by paying to the Administrative Agent an amount equal to such LC Disbursement not later than 12:00 noon, New York City time, on (i) the Business Day that the Company Borrower Representative receives notice of such LC Disbursement, if such notice is received prior to 10:00 9:00 a.m., New York City time, on the day of receipt, or (ii) the Business Day immediately following the day that the Company Borrower Representative receives such notice, if such notice is not received prior to such after 9:00 a.m., New York time, on the day of receipt; provided that, if such LC Disbursement is not less than $500,000, that the Company Borrowers may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.03 that such payment be financed with a Base Rate an ABR Revolving Credit Loan Borrowing in an equivalent amount and, to the extent so financed, the Company’s Borrowers’ obligation to make such payment shall be discharged and replaced by the resulting Base Rate ABR Revolving Credit Loan Borrowing. If the Company fails Borrowers fail to make such payment when due, the Administrative Agent shall notify each Revolving Credit Lender of the applicable LC Disbursement, the payment then due from the Company Borrowers in respect thereof thereof, and such Revolving Credit Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Revolving Credit Lender shall pay to the Administrative Agent its Applicable Percentage of the payment then due from the CompanyBorrowers, in the same manner as provided in Section 2.05 2.07 with respect to Revolving Credit Loans made by such Lender (and Section 2.05 2.07 shall apply, mutatis mutandis, to the payment obligations of the Revolving Credit Lenders), and the Administrative Agent shall promptly pay to the respective Issuing Lender Bank the amounts so received by it from the Revolving Credit Lenders. Promptly following receipt by the Administrative Agent of any payment from the Company Borrowers pursuant to this paragraph, the Administrative Agent shall distribute such payment to the respective Issuing Lender Bank or, to the extent that the Revolving Credit Lenders have made payments pursuant to this paragraph to reimburse such Issuing LenderBank, then to such Lenders and such Issuing Lender Bank, as their interests may appear. Any payment made by a Revolving Credit Lender pursuant to this paragraph to reimburse an Issuing Lender Bank for any LC Disbursement (other than the funding of ABR Revolving Loans as contemplated above) shall not constitute a Loan and shall not relieve the Company Borrowers of its their obligation to reimburse such LC Disbursement.

Reimbursement. If an the Issuing Lender shall make Bank makes any LC Disbursement in respect of a Letter of Credit, the Company Borrowers shall reimburse such Issuing Lender in respect of such LC Disbursement by paying to the Administrative Agent an amount equal to such LC Disbursement not later than 12:00 noon, New York City time, on (i) the Business Day day that such LC Disbursement is made, if the Company receives notice of such LC Disbursement, if such notice is received prior to Disbursement before 10:00 a.m., New York City time, or on such day, or, if such notice has not been received by the Company by such time on such day, then not later than 12:00 noon, New York City time, on (iii) the Business Day immediately following the day that the Company receives such notice, if such notice is not received prior to such before 10:00 a.m., New York City time, provided thaton the day of receipt, or (ii) the next Business Day, if such LC Disbursement notice is not less than $500,000, received before such time on the day of receipt; provided that the Company may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.03 or 2.04 that such payment be financed with a Base Rate Revolving Credit an ABR Borrowing or Swingline Loan Borrowing in an equivalent amount and, to the extent so financed, the Company’s Borrowers’ obligation to make such payment shall be discharged and replaced by the resulting Base Rate Revolving Credit Loan BorrowingABR Borrowing or Swingline Loan. If the Company fails Borrowers fail to make such payment when due, the Administrative Agent shall notify each Revolving Credit Lender and the Issuing Bank of the applicable LC Disbursement, the payment then due from the Company Borrowers in respect thereof and such Revolving Credit Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Revolving Credit Lender shall pay to the Administrative Agent its Applicable Percentage of the payment then due from the CompanyBorrowers, in the same manner as is provided in Section 2.05 2.06 with respect to Revolving Credit Loans made by such Lender (and Section 2.05 2.06 shall apply, mutatis mutandis, to the such payment obligations of the Revolving Credit Lenders), and the Administrative Agent shall promptly pay to the respective Issuing Lender Bank the amounts so received by it from the Revolving Credit Lenders. Promptly following receipt by the Administrative Agent of any payment from the Company Borrowers pursuant to this paragraph, the Administrative Agent shall distribute such payment to the respective Issuing Lender Bank or, to the extent that the Revolving Credit Lenders have made payments pursuant to this paragraph to reimburse such the Issuing LenderBank, then to such Lenders and such the Issuing Lender Bank as their interests may appear. Any payment made by a Revolving Credit Lender pursuant to this paragraph to reimburse an the Issuing Lender Bank for any LC Disbursement (other than the funding of ABR Loans or a Swingline Loan as contemplated above) shall not constitute a Loan and shall not relieve the Company Borrowers of its their obligation to reimburse such LC Disbursement.

Reimbursement. If an the Issuing Lender Bank shall make any LC Disbursement in respect of a Letter of Credit, the Company Borrower shall reimburse such Issuing Lender in respect of such LC Disbursement by paying to the Administrative Agent an amount equal to such LC Disbursement not later than 12:00 noon3:00 p.m., New York City time, on (i) the Business Day date that such LC Disbursement is made, if the Company receives Borrower shall have received notice of such LC Disbursement, if such notice is received Disbursement prior to 10:00 a.m., New York City time, or (ii) on such date, or, if such notice has not been received by the Borrower prior to such time on such date, then not later than 3:00 p.m., New York City time, on the Business Day immediately following the day date that the Company Borrower receives such notice, if such notice is not received prior to such time, ; provided that, if such LC Disbursement is not less than $500,000, that the Company mayBorrower shall, subject to the conditions to borrowing Borrowing set forth herein, be deemed to have requested, and the Borrower does hereby request in accordance with Section 2.03 under such circumstances, that such payment be financed with a Base Rate Revolving Credit Loan an ABR Borrowing in an equivalent amount and, to the extent so financed, the CompanyBorrower’s obligation to make such payment shall be discharged and replaced by the resulting Base Rate Revolving Credit Loan ABR Borrowing. If the Company Borrower fails to make such payment when due, the Administrative Agent shall notify each Revolving Credit Lender of the applicable LC Disbursement, the payment then due from the Company Borrower in respect thereof and such Revolving Credit Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Revolving Credit Lender shall pay to the Administrative Agent its Applicable Percentage of the payment then due from the CompanyBorrower, in the same manner as provided in Section 2.05 with respect to Revolving Credit Loans made by such Lender (and Section 2.05 shall apply, mutatis mutandis, to the payment obligations of the Revolving Credit Lenders), and the Administrative Agent shall promptly pay to the respective Issuing Lender Bank the amounts so received by it from the Revolving Credit Lenders. Promptly following receipt by the Administrative Agent of any payment from the Company Borrower pursuant to this paragraphSection 2.08(e), the Administrative Agent shall distribute such payment to the respective Issuing Lender Bank or, to the extent that the Revolving Credit Lenders have made payments pursuant to this paragraph Section 2.08(e) to reimburse such the Issuing LenderBank, then to such Lenders and such the Issuing Lender Bank as their interests may appear. Any payment made by a Revolving Credit Lender pursuant to this paragraph Section 2.08(e) to reimburse an the Issuing Lender Bank for any LC Disbursement (other than the funding of ABR Loans as contemplated above) shall not constitute a Loan and shall not relieve the Company Borrower of its obligation to reimburse such LC Disbursement.

Reimbursement. If an any Issuing Lender Bank shall make any LC Disbursement in respect of a Letter of Credit, the Company Borrower shall reimburse such Issuing Lender in respect of such LC Disbursement by paying to the Administrative Agent an amount equal to such LC Disbursement not later than 12:00 noon5:00 p.m., New York City time, on (i) the Business Day that immediately following the Company date on which the Borrower receives notice of such LC Disbursement, if such notice is received prior to 10:00 a.m., New York City time, or (ii) the Business Day immediately following the day ; provided that the Company receives such notice, if such notice is not received prior to such time, provided that, if such LC Disbursement is not less than $500,000, the Company Borrower may, at its election and subject to the conditions to borrowing set forth herein, request in accordance with Section 2.03 2.3 or Section 2.4, as applicable, that such payment be financed with a Base Rate Revolving Credit Borrowing or a Swingline Loan Borrowing in an equivalent amount and, to the extent so financed, the CompanyBorrower’s obligation to make such payment shall be discharged and replaced by the resulting Base Rate Revolving Credit Loan BorrowingABR Borrowing or Swingline Loan. If the Company Borrower fails to make such payment when due, the Administrative Agent shall notify each Revolving Credit Lender of the applicable LC Disbursement, the payment then due from the Company Borrower in respect thereof and such Revolving Credit Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Revolving Credit Lender shall pay to the Administrative Agent its Applicable Percentage of the payment then due from the CompanyBorrower, in the same manner as provided in Section 2.05 2.6 with respect to Revolving Credit Loans made by such Lender (and Section 2.05 2.6 shall apply, mutatis mutandis, to the payment obligations of the Revolving Credit Lenders), and the Administrative Agent shall promptly pay to the respective applicable Issuing Lender Bank the amounts so received by it from the Revolving Credit Lenders. Promptly following receipt by the Administrative Agent of any payment from the Company Borrower pursuant to this paragraph, the Administrative Agent shall distribute such payment to the respective applicable Issuing Lender Bank or, to the extent that the Revolving Credit Lenders have made payments pursuant to this paragraph to reimburse such Issuing LenderBank, then to such Lenders and such Issuing Lender Bank as their interests may appear. Any payment made by a Revolving Credit Lender pursuant to this paragraph to reimburse an any Issuing Lender Bank for any LC Disbursement (other than the funding of ABR Revolving Loans or a Swingline Loan as contemplated above) shall not constitute a Loan and shall not relieve the Company Borrower of its obligation to reimburse such LC Disbursement.

Reimbursement. If The Company agrees that if an Issuing Lender Bank shall make any LC Disbursement in respect of a Letter of Credit, the Company shall reimburse such Issuing Lender in respect of such LC Disbursement by paying paying, or causing to be paid, to the Administrative Agent an amount equal to such LC Disbursement not later than 12:00 noon, New York City time, on (i) the Business Day date that such LC Disbursement is made, if the Company receives shall have received notice of such LC Disbursement, if such notice is received Disbursement prior to 10:00 a.m., New York City time, or (ii) on such date, or, if such notice has not been received by the Company prior to such time on such date, then not later than 12:00 noon, New York City time, on the Business Day immediately following the day that the Company receives such notice, if such notice is not received prior to such time, ; provided that, if such LC Disbursement is not less than $500,000, that the Company mayshall conclusively be deemed, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.03 to have requested that such payment be financed with a Base Rate Revolving Credit Loan Borrowing in an equivalent amount and, to the extent so financed, the Company’s obligation to make such payment shall be discharged and replaced by the resulting Base Rate Revolving Credit Loan BorrowingLoan. If the Company fails to make such payment when due, the Administrative Agent shall notify each Revolving Credit Lender Funding Agent of the applicable LC Disbursement, the payment then due from the Company in respect thereof and the Funding Agents’ related Lender Group’s Allocated Share thereof. The Funding Agents shall provide a copy of such Revolving Credit Lender’s Applicable Percentage notice to each Lender promptly upon receipt thereof. Promptly following receipt of such notice, each Revolving Credit Lender Funding Agent shall pay or shall cause to be paid to the Administrative Agent its Applicable Percentage related Lender Group’s Allocated Share of the payment then due from the Company, in the same manner as provided in Section 2.05 3 with respect to Revolving Credit Loans made by such Lender Group (and Section 2.05 3 shall apply, mutatis mutandis, to the payment obligations of the Revolving Credit Committed Lenders), and the Administrative Agent shall promptly pay to the respective such Issuing Lender Bank the amounts so received by it from the Revolving Credit LendersLender Groups. Promptly following receipt by the Administrative Agent of any payment from the Company pursuant to this paragraphclause (e), the Administrative Agent shall distribute such payment to the respective applicable Issuing Lender Bank or, to the extent that the Revolving Credit Lenders have each related Lender Group has made payments pursuant to this paragraph clause (e) to reimburse such Issuing LenderBank, then to the applicable Funding Agents for the benefit of such Lenders Lender Groups and such Issuing Lender Bank as their interests may appear. Any payment made by a Revolving Credit Lender Group pursuant to this paragraph clause (e) to reimburse an Issuing Lender Bank for any LC Disbursement (other than the funding of Loans as contemplated above) shall not constitute a Loan and shall not relieve the Company of its obligation obligations to reimburse such LC Disbursement.

Reimbursement. If an Issuing Lender Bank shall make any LC Disbursement in respect of a Letter of Credit, the Company Borrower shall reimburse such Issuing Lender in respect of such LC Disbursement by paying to the Administrative Agent an amount equal to such LC Disbursement not later than 12:00 noon, New York City time, on (i) the Business Day date that such LC Disbursement is made, if the Company receives Borrower shall have received notice of such LC Disbursement, if such notice is received Disbursement prior to 10:00 a.m., New York City time, or (ii) on such date, or, if such notice has not been received by the Borrower prior to such time on such date, then not later than 10:00 a.m., New York City time, on the Business Day immediately following the day that the Company Borrower receives such notice, if such notice is not received prior to such time, ; provided that, if such LC Disbursement is not less than $500,000, that the Company Borrower may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.03 or 2.05 that such payment be financed with a Base Rate an ABR Revolving Credit Borrowing or Swingline Loan Borrowing in an equivalent amount and, to the extent so financed, the CompanyBorrower’s obligation to make such payment shall be discharged and replaced by the resulting Base Rate ABR Revolving Credit Loan BorrowingBorrowing or Swingline Loan. If the Company Borrower fails to make such payment when due, the Administrative Agent shall notify each Revolving Credit Lender of the applicable LC Disbursement, the payment then due from the Company Borrower in respect thereof and such Revolving Credit Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Revolving Credit Lender shall pay to the Administrative Agent its Applicable Percentage of the payment then due from the CompanyBorrower, in the same manner as provided in Section 2.05 2.07 with respect to Revolving Credit Loans made by such Lender (and Section 2.05 2.07 shall apply, mutatis mutandis, to the payment obligations of the Revolving Credit Lenders), and the Administrative Agent shall promptly pay to the respective applicable Issuing Lender Bank the amounts so received by it from the Revolving Credit Lenders. Promptly following receipt by the Administrative Agent of any payment from the Company Borrower pursuant to this paragraph, the Administrative Agent shall distribute such payment to the respective applicable Issuing Lender Bank or, to the extent that the Revolving Credit Lenders have made payments pursuant to this paragraph to reimburse such the applicable Issuing LenderBank, then to such Lenders and such the applicable Issuing Lender Bank as their interests may appear. Any payment made by a Revolving Credit Lender pursuant to this paragraph to reimburse an Issuing Lender Bank for any LC Disbursement (other than the funding of ABR Revolving Loans or a Swingline Loan as contemplated above) shall not constitute a Loan and shall not relieve the Company Borrower of its obligation to reimburse such LC Disbursement.

Reimbursement. If an the Issuing Lender Bank shall make any LC Disbursement in respect of a Letter of Credit, the Company Borrower shall reimburse such Issuing Lender in respect of such LC Disbursement by paying to the Administrative Agent an amount equal to such LC Disbursement not later than 12:00 noon, New York City time, on (i) the Business Day date that such LC Disbursement is made, if the Company receives Borrower shall have received notice of such LC Disbursement, if such notice is received Disbursement prior to 10:00 a.m., New York City time, or (ii) on such date, or, if such notice has not been received by the Borrower prior to such time on such date, then not later than 12:00 noon, New York City time, on the Business Day immediately following the day that the Company Borrower receives such notice, if such notice is not received prior to such time, ; provided that, if such LC Disbursement is not less than $500,000, that the Company Borrower may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.03 that such payment be financed with a Base Rate Revolving Credit Loan an ABR Borrowing in an equivalent amount and, to the extent so financed, the CompanyBorrower’s obligation to make such payment shall be discharged and replaced by the resulting Base Rate Revolving Credit Loan ABR Borrowing. If the Company Borrower fails to make such payment when due, the Administrative Agent shall notify each Revolving Credit Lender of the applicable LC Disbursement, the payment then due from the Company Borrower in respect thereof and such Revolving Credit Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Revolving Credit Lender shall pay to the Administrative Agent its Applicable Percentage of the payment then due from the CompanyBorrower, in the same manner as provided in Section 2.05 2.07 with respect to Revolving Credit Loans made by such Lender (and Section 2.05 2.07 shall apply, mutatis mutandis, to the payment obligations of the Revolving Credit Lenders), and the Administrative Agent shall promptly pay to the respective Issuing Lender Bank the amounts so received by it from the Revolving Credit Lenders. Promptly following receipt by the Administrative Agent of any payment from the Company Borrower pursuant to this paragraph, the Administrative Agent shall distribute such payment to the respective Issuing Lender Bank or, to the extent that the Revolving Credit Lenders have made payments pursuant to this paragraph to reimburse such the Issuing LenderBank, then to such Lenders and such the Issuing Lender Bank as their interests may appear. Any payment made by a Revolving Credit Lender pursuant to this paragraph to reimburse an the Issuing Lender Bank for any LC Disbursement (other than the funding of ABR Loans as contemplated above) shall not constitute a Loan and shall not relieve the Company Borrower of its obligation to reimburse such LC Disbursement.

Reimbursement. (i) If an the Issuing Lender Bank shall make any LC Disbursement in respect of a Letter of Credit, the Company Borrower shall reimburse such Issuing Lender in respect of such LC Disbursement by paying to the Administrative Agent Issuing Bank an amount equal to such LC Disbursement and in Dollars not later than 12:00 noon3:00 p.m., New York City time, on (i) the Business Day that the Company receives notice of such LC Disbursement, if such notice is received prior to 10:00 a.m., New York City time, or (ii) the Business Day immediately following the day that the Company Borrower receives such notice, if such notice is not received prior to such time, provided that, if of such LC Disbursement is not less than $500,000, Disbursement; provided that the Company Borrower may, subject to the conditions to borrowing Borrowing set forth herein, request in accordance with Section 2.03 that such payment be financed with a Base Rate ABR Revolving Credit Loan Borrowing Loans in an equivalent amount and, to the extent so financed, the CompanyBorrower’s obligation to make such payment shall be discharged and replaced by the resulting Base Rate ABR Revolving Credit Loan Borrowing. Loans. (ii) If the Company Borrower fails to make such payment when due, the Issuing Bank shall notify the Administrative Agent, and the Administrative Agent shall notify each Revolving Credit Lender of the applicable LC Disbursement, the payment then due from the Company Borrower in respect thereof and such Revolving Credit Lender’s Applicable Pro Rata Percentage thereof. Promptly following receipt of such notice, each Each Revolving Credit Lender shall pay by wire transfer of immediately available funds to the Administrative Agent its Applicable not later than 12:00 p.m., New York City time, one (1) Business Day after such date, an amount equal to such Revolving Lender’s Pro Rata Percentage of the payment then due from the Company, unreimbursed LC Disbursement in the same manner as provided in Section 2.05 2.02(c) with respect to Revolving Credit Loans made by such Lender (and Section 2.05 shall apply, mutatis mutandis, to the payment obligations of the Revolving Credit Lenders)Lender, and the Administrative Agent shall will promptly pay to the respective Issuing Lender Bank the amounts so received by it from the Revolving Credit Lenders. Promptly following receipt Any amounts received by the Issuing Bank from the Borrower pursuant to the above paragraph prior to, concurrently with or after any Revolving Lender makes any payment pursuant to the preceding sentence will be promptly remitted by the Issuing Bank to the Administrative Agent and by the Administrative Agent to the Revolving Lenders that shall have made such payments. (iii) If any Revolving Lender shall not have made its Pro Rata Percentage of any payment such LC Disbursement available as provided above, each of such Revolving Lender and the Borrower severally agrees to pay interest on such amount, for each day from and including the Company pursuant date such amount is required to this paragraphbe paid in accordance with the foregoing to but excluding the date such amount is paid, to the Administrative Agent shall distribute for the account of the Issuing Bank at (i) in the case of the Borrower, the rate per annum set forth in clause (h) below and (ii) in the case of such payment to the respective Issuing Lender or, to the extent that the Revolving Credit Lenders have made payments pursuant to this paragraph to reimburse such Issuing Lender, then to such Lenders and such Issuing Lender as their interests may appear. Any payment made at a rate determined by a Revolving Credit Lender pursuant to this paragraph to reimburse an Issuing Lender for any LC Disbursement shall not constitute a Loan and shall not relieve the Company of its obligation to reimburse such LC DisbursementAdministrative Agent in accordance with banking industry rules or practices on interbank compensation.

Reimbursement. If an the Issuing Lender shall make any LC Disbursement in respect of a Letter of Credit, the Company Borrower shall reimburse such the Issuing Lender in respect of such LC Disbursement by paying to the Administrative Agent an amount equal to such LC Disbursement not later than 12:00 noon, New York City time, on (i) the Business Day that the Company Borrower receives notice of such LC Disbursement, if such notice is received prior to 10:00 a.m., New York City time, or (ii) the Business Day immediately following the day that the Company Borrower receives such notice, if such notice is not received prior to such time, provided that, if such LC Disbursement is not less than $500,000, the Company Borrower may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.03 that such payment be financed with a Revolving Credit Base Rate Revolving Credit Loan Borrowing in an equivalent amount and, to the extent so financed, the Company’s Borrower's obligation to make such payment shall be discharged and replaced by the resulting Revolving Credit Base Rate Revolving Credit Loan Borrowing. If the Company Borrower fails to make such payment when due, the Administrative Agent shall notify each Revolving Credit Lender of the applicable LC Disbursement, the payment then due from the Company Borrower in respect thereof and such Revolving Credit Lender’s 's Applicable Percentage thereof. Promptly following receipt of such notice, each Revolving Credit Lender shall pay to the Administrative Agent its Applicable Percentage of the payment then due from the CompanyBorrower, in the same manner as provided in Section 2.05 with respect to Revolving Credit Loans made by such Lender (and Section 2.05 shall apply, mutatis mutandis, to the payment obligations of the Revolving Credit Lenders), and the Administrative Agent shall promptly pay to the respective Issuing Lender the amounts so received by it from the Revolving Credit Lenders. Promptly following receipt by the Administrative Agent of any payment from the Company Borrower pursuant to this paragraph, the Administrative Agent shall distribute such payment to the respective Issuing Lender or, to the extent that the Revolving Credit Lenders have made payments pursuant to this paragraph to reimburse such the Issuing Lender, then to such Lenders and such the Issuing Lender as their interests may appear. Any payment made by a Revolving Credit Lender pursuant to this paragraph to reimburse an the Issuing Lender for any LC Disbursement shall not constitute a Loan and shall not relieve the Company Borrower of its obligation to reimburse such LC Disbursement.

Reimbursement. If an Issuing Lender Bank shall make any LC Disbursement in respect of a Letter of Credit, the Company Borrower shall reimburse such Issuing Lender in respect of such LC Disbursement by paying to the Administrative Agent an amount equal to such LC Disbursement not later than 12:00 noon, New York City time, on (i) the Business Day that the Company receives notice of such LC Disbursement, if such notice is received prior to 10:00 a.m., New York City time, or (ii) the Business Day immediately following the day that the Company Borrower receives such notice, if such notice is not received prior to such timetime on the day of receipt; provided, provided that, if such LC Disbursement is not less than $500,000, the Company Borrower may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.03 or 2.04 that such payment be financed with a Base Rate Revolving Credit Loan an ABR Borrowing in an equivalent amount and, to the extent so financed, the CompanyBorrower’s obligation to make such payment shall be discharged and replaced by the resulting Base Rate Revolving Credit Loan ABR Borrowing. If the Company Borrower fails to make such payment when due, the Administrative Agent shall notify each Revolving Credit Lender of the applicable LC Disbursement, the payment then due from the Company Borrower in respect thereof and such Revolving Credit Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Revolving Credit Lender shall pay to the Administrative Agent its Applicable Percentage of the payment then due from the CompanyBorrower, in the same manner as provided in Section 2.05 2.07 with respect to Revolving Credit Loans made by such Lender (and Section 2.05 2.07 shall apply, mutatis mutandis, to the payment obligations of the Revolving Credit Lenders), and the Administrative Agent shall promptly pay to the respective applicable Issuing Lender Bank the amounts so received by it from the Revolving Credit Lenders. Promptly following receipt by the Administrative Agent of any payment from the Company Borrower pursuant to this paragraph, the Administrative Agent shall distribute such payment to the respective applicable Issuing Lender Bank or, to the extent that the Revolving Credit Lenders have made payments pursuant to this paragraph to reimburse such Issuing LenderBank, then to such Lenders and such Issuing Lender Bank as their interests may appear. Any payment made by a Revolving Credit Lender pursuant to this paragraph to reimburse an any Issuing Lender Bank for any LC Disbursement (other than the funding of ABR Loans as contemplated above) shall not constitute a Loan and shall not relieve the Company Borrower of its obligation to reimburse such LC Disbursement.

Reimbursement. If an Issuing Lender the LC Issuer shall make any LC Disbursement in respect of a Letter of Credit, the Company applicable Borrower shall reimburse such Issuing Lender in respect of such LC Disbursement by paying to the Administrative Agent an amount equal to such LC Disbursement not later than 12:00 noon, New York City time, on (i) on the Business Day that immediately following the Company day on which such Borrower receives notice of such LC Disbursement, if such notice is received prior to 10:00 a.m.or at 12:00 noon, New York City time, on the day of receipt, or (ii) the two Business Day immediately following Days after the day that the Company on which such Borrower receives such notice, if such notice is not received prior to such after 12:00 noon, New York City time, on the day of receipt; provided that, if such LC Disbursement is not less than $500,000, that the Company applicable Borrower may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.03 2.04 that such payment be financed with a Base Rate Revolving Credit Loan Borrowing in an equivalent amount and, to the extent so financed, the Company’s obligation of such Borrower to make such payment shall be discharged and replaced by the resulting Base Rate Revolving Credit Loan Borrowing. If the Company applicable Borrower fails to make such payment when due, the Administrative Agent shall notify each Revolving Credit Lender of the applicable LC Disbursement, the payment then due from the Company such Borrower in respect thereof and such Revolving Credit Lender’s Applicable Pro Rata Percentage thereof. Promptly following receipt of such notice, each Revolving Credit Lender shall pay to the Administrative Agent its Applicable Pro Rata Percentage of the payment then due from the Companysuch Borrower, in the same manner as provided in Section 2.05 2.02(c) with respect to Revolving Credit Loans made by such Lender (and Section 2.05 2.02(c) shall apply, mutatis mutandis, to the payment obligations of the Revolving Credit Lenders), and the Administrative Agent shall promptly pay to the respective Issuing Lender LC Issuer the amounts so received by it from the Revolving Credit Lenders. Promptly following receipt by the Administrative Agent of any payment from the Company applicable Borrower pursuant to this paragraph, the Administrative Agent shall distribute such payment to the respective Issuing Lender LC Issuer or, to the extent that the Revolving Credit Lenders have made payments pursuant to this paragraph to reimburse such Issuing Lenderthe LC Issuer, then to such Lenders and such Issuing Lender the LC Issuer as their interests may appear. Any payment made by a Revolving Credit Lender pursuant to this paragraph to reimburse an Issuing Lender the LC Issuer for any LC Disbursement (other than the funding of Base Rate Standby Loans as contemplated above) shall not constitute a Loan and shall not relieve the Company applicable Borrower of its obligation to reimburse such LC Disbursement.

Reimbursement. If an any Issuing Lender Bank shall make any LC Disbursement in respect of a Letter of Credit, the Company Borrower shall reimburse such Issuing Lender in respect of such LC Disbursement by paying to the Administrative Agent in Dollars an amount equal to such LC Disbursement not later than 12:00 noon5:00 p.m., New York City time, on (i) the Business Day date that such LC Disbursement is made, if the Company receives Borrower shall have received notice of such LC Disbursement, if such notice is received Disbursement prior to 10:00 a.m., New York City time, or (ii) on such date, or, if such notice has not been received by the Borrower prior to such time on such date, then not later than 5:00 p.m., New York City time, on the Business Day immediately following the day that the Company Borrower receives such notice, if such notice is not received prior to such time, ; provided that, if such LC Disbursement is not less than $500,000, that the Company Borrower may, at its election and subject to the conditions to borrowing set forth herein, request in accordance with Section 2.03 2.02 or 2.21 that such payment be financed with a Base Rate Revolving Credit an ABR Borrowing or Swingline Loan Borrowing in an equivalent amount of such LC Disbursement and, to the extent so financed, the CompanyBorrower’s obligation to make such payment shall be discharged and replaced by the resulting Base Rate Revolving Credit Loan BorrowingABR Borrowing or Swingline Loan. If the Company Borrower fails to make such payment when due, the Administrative Agent shall notify each Revolving Credit Lender of the applicable LC Disbursement, the payment then due from the Company Borrower in respect thereof and such Revolving Credit Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Revolving Credit Lender shall pay to the Administrative Agent its Applicable Percentage of the payment then due from the CompanyBorrower, in the same manner as provided in Section 2.05 with respect to Revolving Credit Loans made by such Lender (and Section 2.05 shall apply, mutatis mutandis, to the payment obligations of the Revolving Credit Lenders), and the Administrative Agent shall promptly pay to the respective applicable Issuing Lender Bank the amounts so received by it from the Revolving Credit Lenders. Promptly following receipt by the Administrative Agent of any payment from the Company Borrower pursuant to this paragraph, the Administrative Agent shall distribute such payment to the respective applicable Issuing Lender Bank or, to the extent that the Revolving Credit Lenders have made payments pursuant to this paragraph to reimburse such Issuing LenderBank, then to such Lenders and such Issuing Lender Bank as their interests may appear. Any payment made by a Revolving Credit Lender pursuant to this paragraph to reimburse an any Issuing Lender Bank for any LC Disbursement (other than the funding of ABR Revolving Loans or a Swingline Loan as contemplated above) shall not constitute a Loan and shall not relieve the Company Borrower of its obligation to reimburse such LC Disbursement.

Reimbursement. If an the Issuing Lender Bank shall make any LC Disbursement in respect of a any Letter of Credit, the Company Borrower shall reimburse such Issuing Lender in respect of such LC Disbursement by paying to the Administrative Agent for the account of the Issuing Bank an amount in Dollars equal to such LC Disbursement not later than 12:00 noon, New York City time, on (i) the Business Day that the Company receives LC Disbursement is made if the Borrower shall have received notice of such LC Disbursement, if such notice is received prior to 10:00 a.m., New York City time, on such day, or (ii) the Business Day immediately following the day that the Company Borrower receives such notice, if such notice is not received prior to such time, provided that, if such LC Disbursement is not less than $500,000, 10:00 a.m. New York City time on the Company may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.03 that such payment be financed with a Base Rate Revolving Credit Loan Borrowing in an equivalent amount and, to the extent so financed, the Company’s obligation to make such payment shall be discharged and replaced by the resulting Base Rate Revolving Credit Loan Borrowingday of receipt. If the Company Borrower fails to make such payment when due, the Administrative Agent shall notify each Revolving Credit Lender of the applicable LC Disbursement, the payment then due from the Company Borrower in respect thereof and such Revolving Credit Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Revolving Credit Lender shall pay to the Administrative Agent its Applicable Percentage of the payment then due from the Company, in the same manner as provided in Section 2.05 with respect to Revolving Credit Loans made by such Lender (and Section 2.05 shall apply, mutatis mutandis, to the payment obligations of the Revolving Credit Lenders), Borrower and the Administrative Agent shall promptly pay to the respective Issuing Lender Bank the amounts so received by it from the Revolving Credit Lenders. Promptly following receipt by the Administrative Agent of any payment from the Company Borrower pursuant to this paragraph, the Administrative Agent shall distribute such payment to the respective Issuing Lender Bank or, to the extent that the Revolving Credit Lenders have made payments pursuant to this paragraph to reimburse such the Issuing LenderBank, then to such Lenders and such the Issuing Lender Bank as their interests may appear. Any payment made by a Revolving Credit Lender pursuant to this paragraph to reimburse an the Issuing Lender Bank for any LC Disbursement shall not constitute a Loan and shall not relieve the Company Borrower of its obligation to reimburse such LC Disbursement.

Reimbursement. If an the Issuing Lender Bank shall make any LC Disbursement in respect of a Letter of Credit, the Company Borrower shall reimburse such Issuing Lender in respect of such LC Disbursement by paying to the Administrative Agent an amount equal to such LC Disbursement not later than 12:00 noon, New York City time, on (i) the Business Day that the Company Borrower receives notice of such LC Disbursementnotice, if such notice is received prior to 10:00 a.m., New York City time, on the day of receipt, or (ii) the Business Day immediately following the day that the Company Borrower receives such notice, if such notice is not received prior to such time, time on the day of receipt; provided that, if such LC Disbursement is not less than $500,000, that the Company mayBorrower shall, subject to the conditions to borrowing set forth herein, request automatically be deemed to have requested in accordance with Section 2.03 that such payment be financed with a Base Rate Revolving Credit Loan an ABR Borrowing in an equivalent amount and, to the extent so financed, the CompanyBorrower’s obligation to make such payment shall be discharged and replaced by the resulting Base Rate Revolving Credit Loan ABR Borrowing. If the Company Borrower fails to make such payment when due, the Administrative Agent shall notify each Revolving Credit Lender of the applicable LC Disbursement, the payment then due from the Company Borrower in respect thereof and such Revolving Credit Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Revolving Credit Lender shall pay to the Administrative Agent its Applicable Percentage of the payment then due from the CompanyBorrower, in the same manner as provided in Section 2.05 2.07 with respect to Revolving Credit Loans made by such Lender (and Section 2.05 2.07 shall apply, mutatis mutandis, to the payment obligations of the Revolving Credit Lenders), and the Administrative Agent shall promptly pay to the respective Issuing Lender Bank the amounts so received by it from the Revolving Credit Lenders. Promptly following receipt by the Administrative Agent of any payment from the Company Borrower pursuant to this paragraph, the Administrative Agent shall distribute such payment to the respective Issuing Lender Bank or, to the extent that the Revolving Credit Lenders have made payments pursuant to this paragraph to reimburse such the Issuing LenderBank, then to such Lenders and such the Issuing Lender Bank as their interests may appear. Any payment made by a Revolving Credit Lender pursuant to this paragraph to reimburse an the Issuing Lender Bank for any LC Disbursement (other than the funding of ABR Loans as contemplated above) shall not constitute a Loan and shall not relieve the Company Borrower of its obligation to reimburse such LC Disbursement.

Reimbursement. If an any Issuing Lender Bank shall make any LC Disbursement in respect of a Letter of Credit, the Company Borrower shall reimburse such Issuing Lender in respect of such LC Disbursement by paying to the Administrative Agent in Dollars an amount equal to such LC Disbursement not later than 12:00 noon5:00 p.m., New York City time, on (i) the Business Day date that such LC Disbursement is made, if the Company receives Borrower shall have received notice of such LC Disbursement, if such notice is received Disbursement prior to 10:00 a.m., New York City time, or (ii) on such date, or, if such notice has not been received by the Borrower prior to such time on such date, then not later than 5:00 p.m., New York City time, on the Business Day immediately following the day that the Company Borrower receives such notice, if such notice is not received prior to such time, ; provided that, if such LC Disbursement is not less than $500,000, that the Company Borrower may, at its election and subject to the conditions to borrowing set forth herein, request in accordance with Section 2.03 2.02 or 2.20 that such payment be financed with a Base Rate Revolving Credit an ABR Borrowing or Swingline Loan Borrowing in an equivalent amount of such LC Disbursement and, to the extent so financed, the CompanyBorrower’s obligation to make such payment shall be discharged and replaced by the resulting Base Rate Revolving Credit Loan BorrowingABR Borrowing or Swingline Loan. If the Company Borrower fails to make such payment when due, the Administrative Agent shall notify each Revolving Credit Lender of the applicable LC Disbursement, the payment then due from the Company Borrower in respect thereof and such Revolving Credit Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Revolving Credit Lender shall pay to the Administrative Agent its Applicable Percentage of the payment then due from the CompanyBorrower, in the same manner as provided in Section 2.05 with respect to Revolving Credit Loans made by such Lender (and Section 2.05 shall apply, mutatis mutandis, to the payment obligations of the Revolving Credit Lenders), and the Administrative Agent shall promptly pay to the respective applicable Issuing Lender Bank the amounts so received by it from the Revolving Credit Lenders. Promptly following receipt by the Administrative Agent of any payment from the Company Borrower pursuant to this paragraph, the Administrative Agent shall distribute such payment to the respective applicable Issuing Lender Bank or, to the extent that the Revolving Credit Lenders have made payments pursuant to this paragraph to reimburse such Issuing LenderBank, then to such Lenders and such Issuing Lender Bank as their interests may appear. Any payment made by a Revolving Credit Lender pursuant to this paragraph to reimburse an any Issuing Lender Bank for any LC Disbursement (other than the funding of ABR Revolving Loans or a Swingline Loan as contemplated above) shall not constitute a Loan and shall not relieve the Company Borrower of its obligation to reimburse such LC Disbursement.

Reimbursement. If an the Issuing Lender Bank shall make any LC Disbursement in respect of a Letter of Credit, the Company Borrowers shall reimburse such Issuing Lender in respect of such LC Disbursement by paying to the Administrative Agent an amount equal to such LC Disbursement (i) not later than 12:00 noon11:00 a.m., New York City time, on (i) the Business Day date that such LC Disbursement is made, if the Company receives Borrower Representative shall have received notice of such LC Disbursement, if such notice is received Disbursement prior to 10:00 9:00 a.m., New York City time, on such date, or (ii) if such notice has not been received by the Borrower Representative prior to such time on such date, then not later than 11:00 a.m., New York City time, on the Business Day immediately following the day that the Company Borrower Representative receives such notice, if such notice is not received prior to such time, ; provided that, if such LC Disbursement is not less than $500,000, that the Company Borrowers may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.03 or Section 2.05 that such payment be financed with a Base Rate Revolving Credit Borrowing or Swingline Loan Borrowing in an equivalent amount and, to the extent so financed, the Company’s Borrowers’ obligation to make such payment shall be discharged and replaced by the resulting Base Rate Revolving Credit Loan BorrowingBorrowing or Swingline Loan. If the Company fails Borrowers fail to make such payment when due, the Administrative Agent shall notify each Revolving Credit Lender of the applicable LC Disbursement, the payment then due from the Company Borrowers in respect thereof and such Revolving Credit Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Revolving Credit Lender shall pay to the Administrative Agent its Applicable Percentage of the payment then due from the CompanyBorrowers, in the same manner as provided in Section 2.05 2.07 with respect to Revolving Credit Loans made by such Lender (and Section 2.05 2.07 shall apply, mutatis mutandis, to the payment obligations of the Revolving Credit Lenders), and the Administrative Agent shall promptly pay to the respective Issuing Lender Bank the amounts so received by it from the Revolving Credit Lenders. Promptly following receipt by the Administrative Agent of any payment from the Company Borrowers pursuant to this paragraph, the Administrative Agent shall distribute such payment to the respective Issuing Lender Bank or, to the extent that the Revolving Credit Lenders have made payments pursuant to this paragraph to reimburse such the Issuing LenderBank, then to such Lenders and such the Issuing Lender Bank as their interests may appear. Any payment made by a Revolving Credit Lender pursuant to this paragraph to reimburse an the Issuing Lender Bank for any LC Disbursement (other than the funding of Base Rate Revolving Loans or a Swingline Loan as contemplated above) shall not constitute a Loan and shall not relieve the Company Borrowers of its their obligation to reimburse such LC Disbursement.

Reimbursement. If an the applicable Issuing Lender Bank shall make any LC L/C Disbursement in respect of a Letter of Credit, the Company Borrower shall reimburse such Issuing Lender in respect of such LC L/C Disbursement by paying to the Administrative Agent an amount equal to such LC L/C Disbursement in the Approved Currency in which the L/C Disbursement giving rise to such payment is denominated not later than 12:00 noon2:00 p.m., New York City timeLocal Time, on (i) the Business Day that the Company Borrower receives notice under paragraph (g) of this Section of such LC L/C Disbursement, if such notice is received on such day prior to 10:00 a.m.12:00 noon, New York City timeLocal Time, or (ii) if clause (i) does not apply, the Business Day immediately following the day that date the Company Borrower receives such notice, if such notice is not received prior to such time, ; provided that, if such LC Disbursement is not less than $500,000, that the Company Borrower may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.03 or 2.04 that such payment be financed with a Base Rate an ABR Revolving Credit Loan Borrowing Borrowing, in an equivalent amount and, to the extent so financed, the CompanyBorrower’s obligation to make such payment shall be discharged and replaced by the resulting Base Rate ABR Revolving Credit Loan Borrowing. If the Company Borrower fails to make such payment reimburse any L/C Disbursement when due, then the Administrative Agent shall promptly notify the applicable Issuing Bank and each other Revolving Credit Facility Lender of the applicable LC L/C Disbursement, the payment then due from the Company Borrower in respect thereof and and, in the case of a Revolving Facility Lender, such Revolving Credit Lender’s Applicable Revolving Facility Percentage thereof. Promptly following receipt of such notice, each Revolving Credit Facility Lender shall pay to the Administrative Agent its Applicable Revolving Facility Percentage of the Dollar Equivalent of the payment then due from the Company, Borrower in the same manner as provided in Section 2.05 2.06 with respect to Revolving Credit Loans made by such Lender (and Section 2.05 2.06 shall apply, mutatis mutandis, to the payment obligations of the Revolving Credit Facility Lenders), and the Administrative Agent shall promptly pay to the respective applicable Issuing Lender Bank the amounts so received by it from the Revolving Credit Facility Lenders. Promptly following receipt by the Administrative Agent of any payment from the Company Borrower pursuant to this paragraph, the Administrative Agent shall distribute such payment to the respective applicable Issuing Lender Bank or, to the extent that the Revolving Credit Facility Lenders have made payments pursuant to this paragraph to reimburse such Issuing LenderBank, then to such Lenders and such Issuing Lender Bank as their interests may appear; provided that, in the case of Alternate Currency Letters of Credit, payment to such Lenders shall be the Dollar Equivalent of the amount of the payment. Any payment made by a Revolving Credit Facility Lender pursuant to this paragraph to reimburse an Issuing Lender Bank for any LC L/C Disbursement (other than the funding of an ABR Revolving Loan or a Swingline Borrowing as contemplated above) shall not constitute a Loan and shall not relieve the Company Borrower of its obligation to reimburse such LC L/C Disbursement.

Reimbursement. If an Issuing Lender Bank shall make any LC Disbursement in respect of a Letter of Credit, the Company Borrower shall reimburse such Issuing Lender in respect of such LC Disbursement by paying to the Administrative Agent an amount equal to the Dollar Equivalent of such LC Disbursement not later than 12:00 noon, New York City time, on (i) the Business Day that the Company receives notice of such LC Disbursement, if such notice is received prior to 10:00 a.m., New York City time, or (ii) the Business Day immediately following the day that the Company Borrower receives such notice, if such notice is not received prior to such timetime on the day of receipt; provided, provided that, if such LC Disbursement is not less than $500,000, the Company Borrower may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.03 or 2.04 that such payment be financed with a Base Rate Revolving Credit Loan an ABR Borrowing in an equivalent amount and, to the extent so financed, the CompanyBorrower’s obligation to make such payment shall be discharged and replaced by the resulting Base Rate Revolving Credit Loan ABR Borrowing. If the Company Borrower fails to make such payment when due, the Administrative Agent shall notify each Revolving Credit Lender of the applicable LC Disbursement, the payment then due from the Company Borrower in respect thereof and such Revolving Credit Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Revolving Credit Lender shall pay to the Administrative Agent its Applicable Percentage of the payment then due from the CompanyBorrower, in the same manner as provided in Section 2.05 2.07 with respect to Revolving Credit Loans made by such Lender (and Section 2.05 2.07 shall apply, mutatis mutandis, to the payment obligations of the Revolving Credit Lenders), and the Administrative Agent shall promptly pay to the respective applicable Issuing Lender Bank the amounts so received by it from the Revolving Credit Lenders. Promptly following receipt by the Administrative Agent of any payment from the Company Borrower pursuant to this paragraph, the Administrative Agent shall distribute such payment to the respective applicable Issuing Lender Bank or, to the extent that the Revolving Credit Lenders have made payments pursuant to this paragraph to reimburse such Issuing LenderBank, then to such Lenders and such Issuing Lender Bank as their interests may appear. Any payment made by a Revolving Credit Lender pursuant to this paragraph to reimburse an any Issuing Lender Bank for any LC Disbursement (other than the funding of ABR Loans as contemplated above) shall not constitute a Loan and shall not relieve the Company Borrower of its obligation to reimburse such LC Disbursement.

Reimbursement. If an the Issuing Lender Bank shall make any LC Disbursement in respect of a Letter of Credit, the Company Borrower shall reimburse such Issuing Lender in respect of such LC Disbursement by paying to the Administrative Agent an amount equal to such LC Disbursement not later than 12:00 noon, New York City time, on (i) the Business Day immediately after the Business Day that the Company Borrower receives notice of such LC Disbursement, if such notice is received prior to 10:00 a.m.5:00 p.m., New York City time, on the day of receipt, or (ii) the Business Day immediately following the day that the Company Borrower receives such notice, if such notice is not received prior to such time, time on the day of receipt; provided that, if such LC Disbursement is not less than $500,000, that the Company Borrower may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.03 or Section 2.05 that such payment be financed with a Base Rate an ABR Revolving Credit Borrowing or Swingline Loan Borrowing in an equivalent amount and, to the extent so financed, the CompanyBorrower’s obligation to make such payment shall be discharged and replaced by the resulting Base Rate ABR Revolving Credit Loan BorrowingBorrowing or Swingline Loan. If the Company Borrower fails to make such payment when due, the Administrative Agent shall notify each Revolving Credit Lender of the applicable LC Disbursement, the payment then due from the Company Borrower in respect thereof thereof, and such Revolving Credit Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Revolving Credit Lender shall pay to the Administrative Agent its Applicable Percentage of the payment then due from the CompanyBorrower, in the same manner as provided in Section 2.05 2.07 with respect to Revolving Credit Loans made by such Lender (and Section 2.05 2.07 shall apply, mutatis mutandis, to the payment obligations of the Revolving Credit Lenders), and the Administrative Agent shall promptly pay to the respective Issuing Lender Bank the amounts so received by it from the Revolving Credit Lenders. Promptly following receipt by the Administrative Agent of any payment from the Company Borrower pursuant to this paragraph, the Administrative Agent shall distribute such payment to the respective Issuing Lender Bank or, to the extent that the Revolving Credit Lenders have made payments pursuant to this paragraph to reimburse such the Issuing LenderBank, then to such Lenders and such the Issuing Lender Bank, as their interests may appear. Any payment made by a Revolving Credit Lender pursuant to this paragraph to reimburse an the Issuing Lender Bank for any LC Disbursement (other than the funding of ABR Revolving Loans or a Swingline Loan as contemplated above) shall not constitute a Loan and shall not relieve the Company Borrower of its obligation to reimburse such LC Disbursement.

Reimbursement. If an Issuing Lender Bank shall make any LC Disbursement in respect honor a Letter of Credit drawing presented under a Letter of Credit, the Company Borrower shall reimburse such Issuing Lender in respect Letter of such LC Disbursement Credit honored by paying to the Administrative Agent an amount equal to the Dollar Equivalent, calculated using the Exchange Rate when such payment is due, of such LC Disbursement in Dollars not later than 12:00 noon1:00 p.m., New York City time, on (i) the first Business Day that succeeding the Company receives notice date on which the applicable Issuing Bank notifies the Borrower in writing of such LC Disbursement, if such notice is received prior to 10:00 a.m., New York City time, or (ii) the Business Day immediately following the day that the Company receives such notice, if such notice is not received prior to such time, Letter of Credit honoring; provided that, if such LC Disbursement is not less than $500,000, the Company Borrower may, subject to the express conditions to borrowing set forth herein, request in accordance with Section 2.03 that such payment be financed with a Base Rate Revolving Credit Loan Borrowing or Swingline Loan of the same Class in an equivalent amount equal to the Dollar Equivalent, calculated using the Exchange Rate on the date when such payment is due, of such LC Disbursement and, to the extent so financed, the CompanyBorrower’s obligation to make such payment shall be discharged and replaced by the resulting Base Rate Revolving Credit Loan BorrowingBorrowing or Swingline Loan. If the Company Borrower fails to make such payment when due, then the Administrative Agent shall notify each Revolving Credit Lender of the Dollar Equivalent of the applicable LC Disbursement, the payment then due from the Company Borrower in respect thereof and such Revolving Credit Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Revolving Credit Lender shall pay to the Administrative Agent in Dollars its Applicable Percentage of the Dollar Equivalent of the payment then due from the CompanyBorrower (such payment from such Revolving Lender to be made on demand with interest thereon for the period from the date such payment is required to the date on which such payment is immediately available to the applicable Issuing Bank at a rate per annum equal to the greater of the NYFRB Rate and a rate determined by such Issuing Bank in accordance with banking industry rules on interbank compensation, plus any administrative, processing or similar fees customarily charged by such Issuing Bank in connection with the foregoing), in the same manner as provided in Section 2.05 2.06 with respect to Revolving Credit Loans made by such Revolving Lender (and Section 2.05 2.06 shall apply, mutatis mutandis, to the payment obligations of the Revolving Credit LendersLender), and the Administrative Agent shall promptly pay to the respective applicable Issuing Lender Bank the amounts so received by it from the Revolving Credit LendersLender. Promptly following receipt by the Administrative Agent of any payment from the Company Borrower pursuant to this paragraph, the Administrative Agent shall distribute such payment to the respective applicable Issuing Lender Bank or, to the extent that the Revolving Credit Lenders have made payments pursuant to this paragraph to reimburse such the applicable Issuing LenderBank, then to such Revolving Lenders and such the Issuing Lender Banks as their interests may appear. Any payment made by a Revolving Credit Lender pursuant to this paragraph to reimburse an Issuing Lender Bank for any LC Disbursement (other than the funding of Revolving Loans or a Swingline Loan as contemplated above) shall not constitute a Loan and shall not relieve the Company Borrower of its their obligation to reimburse such LC Disbursement.

Reimbursement. If an the Issuing Lender Bank shall make any LC Disbursement in respect of a Letter of Credit, the Company Borrowers, jointly and severally, shall reimburse such Issuing Lender in respect of such LC Disbursement by paying to the Administrative Agent an amount equal to such LC Disbursement not later than 12:00 noon, New York City time, on (i) the Business Day immediately following the date that such LC Disbursement is made, if the Company receives Borrowers shall have received notice of such LC DisbursementDisbursement on the date that such LC Disbursement is made, or, if such notice is has not been received prior to 10:00 a.m.by the Borrowers on such date, then not later than 12:00 noon, New York City time, or (ii) on the Business Day immediately following the day date that the Company receives Borrowers receive such notice, if such notice is not received prior to such time, ; provided that, if such LC Disbursement is not less than $500,0001,000,000, the Company applicable Borrower may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.02 or Section 2.03 that such payment be financed with a Base Rate Revolving Credit Loan an ABR Borrowing in an equivalent amount and, to the extent so financed, the Company’s Borrowers’ obligation to make such payment shall be discharged and replaced by the resulting Base Rate Revolving Credit Loan ABR Borrowing. If the Company fails Borrowers fail to make such payment when due, the Administrative Agent shall notify each Revolving Credit Lender of the applicable LC Disbursement, the payment then due from the Company Borrowers in respect thereof and such Revolving Credit Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Revolving Credit Lender shall pay to the Administrative Agent its Applicable Percentage of the payment then due from the CompanyBorrowers, in the same manner as provided in Section 2.05 2.03 with respect to Revolving Credit Loans made by such Lender (and Section 2.05 2.03 shall apply, mutatis mutandis, to the payment obligations of the Revolving Credit Lenders), and the Administrative Agent shall promptly pay to the respective Issuing Lender Bank the amounts so received by it from the Revolving Credit Lenders. Promptly following receipt by the Administrative Agent of any payment from the Company a Borrower pursuant to this paragraph, the Administrative Agent shall distribute such payment to the respective Issuing Lender Bank or, to the extent that the Revolving Credit Lenders have made payments pursuant to this paragraph to reimburse such the Issuing LenderBank, then to such Lenders and such the Issuing Lender Bank as their interests may appear. Any payment made by a Revolving Credit Lender pursuant to this paragraph to reimburse an the Issuing Lender Bank for any LC Disbursement (other than the funding of ABR Borrowings as contemplated above) shall not constitute a Loan and shall not relieve the Company any Borrower of its obligation to reimburse such LC Disbursement.

Reimbursement. If an Issuing Lender shall make any LC Disbursement in respect of a Letter of Credit, the Company Borrower shall reimburse such Issuing Lender in respect of such LC Disbursement by paying to the Administrative Agent an amount equal to such LC Disbursement not later than 12:00 noon2:00 p.m., New York City time, on the date that such LC Disbursement is made, if the Borrower shall have received notice of such LC Disbursement prior to 10:00 a.m., New York City time, on such date, or, if such notice has not been received by the Borrower prior to such time on such date, then not later than 2:00 p.m., New York City time, on (i) the Business Day that the Company Borrower receives notice of such LC Disbursementnotice, if such notice is received prior to 10:00 a.m., New York City time, on the day of receipt or (ii) the Business Day immediately following the day that the Company Borrower receives such notice, if such notice is not received prior to such time, time on the day of receipt; provided that, if such LC Disbursement is not less than $500,000, that the Company Borrower may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.03 that such payment be financed with a Base Rate Revolving Credit Loan Borrowing in an equivalent amount and, to the extent so financed, the CompanyBorrower’s obligation to make such payment shall be discharged and replaced by the resulting Base Rate Revolving Credit Loan BorrowingLoan. If the Company Borrower fails to make such payment when due, the Administrative Agent shall notify each Revolving Credit Lender of the applicable LC Disbursement, the payment then due from the Company Borrower in respect thereof and such Revolving Credit Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Revolving Credit Lender shall pay to the Administrative Agent its Applicable Percentage of the payment then due from the CompanyBorrower, in the same manner as provided in Section 2.05 5.01 with respect to Revolving Credit Loans made by such Lender (and Section 2.05 5.01 shall apply, mutatis mutandis, to the payment obligations of the Revolving Credit LendersLenders under this Section 4.01(e)), and the Administrative Agent shall promptly pay to the respective such Issuing Lender the amounts so received by it from the Revolving Credit Lenders. Promptly following receipt by the Administrative Agent of any payment from the Company Borrower pursuant to this paragraphSection 4.01(e), the Administrative Agent shall distribute such payment to the respective such Issuing Lender or, to the extent that the Revolving Credit Lenders have made payments pursuant to this paragraph Section 4.01(e) to reimburse such Issuing Lender, then to such Lenders and such Issuing Lender as their interests may appear. Any payment made by a Revolving Credit Lender pursuant to this paragraph Section 4.01(e) to reimburse an any Issuing Lender for any LC Disbursement (other than the funding of Loans as contemplated above) shall not constitute a Loan and shall not relieve the Company Borrower of its obligation to reimburse such LC Disbursement.

Reimbursement. If an the Issuing Lender Bank shall make any LC Disbursement in respect of a Letter of Credit, the Company shall reimburse such Issuing Lender in respect of such LC Disbursement by paying to the Administrative Agent an amount equal to such LC Disbursement not later than 12:00 noon, New York City time, on (i) the next Business Day that the Company receives notice of such LC Disbursement, if such notice is received prior to 10:00 a.m., New York City time, or (ii) the Business Day immediately following the day date that the Company receives such notice, if such notice is not received prior to such time, provided that, if such LC Disbursement is not less than $500,000, made; provided that the Company may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.03 or 2.04 that such payment be financed with a Base Rate an ABR US Tranche Revolving Credit Borrowing or US Tranche Swingline Loan Borrowing in an equivalent amount and, to the extent so financed, the Company’s obligation to make such payment shall be discharged and replaced by the resulting Base Rate ABR US Tranche Revolving Credit Loan BorrowingBorrowing or US Tranche Swingline Loan, as the case may be. If the Company fails to make such payment when due, then the Administrative Agent shall notify each Revolving Credit US Tranche Lender of the applicable LC Disbursement, the payment then due from the Company in respect thereof and such Revolving Credit US Tranche Lender’s Applicable US Tranche Revolving Percentage thereof. Promptly following receipt of such notice, each Revolving Credit US Tranche Lender shall pay to the Administrative Agent its Applicable US Tranche Revolving Percentage of the payment then due from the Company, Company in the same manner as provided in Section 2.05 2.06 with respect to Revolving Credit Loans made by such Lender (and Section 2.05 2.06 shall apply, mutatis mutandis, to the payment obligations of the Revolving Credit Lenders), and the Administrative Agent shall promptly pay to the respective Issuing Lender Bank in US Dollars the amounts so received by it from the Revolving Credit such Lenders. Promptly following receipt by the Administrative Agent of any payment from the Company pursuant to this paragraph, the Administrative Agent shall distribute such payment to the respective Issuing Lender Bank or, to the extent that the Revolving Credit US Tranche Lenders have made payments pursuant to this paragraph to reimburse such the Issuing LenderBank, then to such Lenders and such the Issuing Lender Bank as their interests may appear. Any payment made by a Revolving Credit US Tranche Lender pursuant to this paragraph to reimburse an the Issuing Lender Bank for any LC Disbursement (other than the funding of ABR US Tranche Revolving Loans or US Tranche Swingline Loans, as contemplated above) shall not constitute a Loan and shall not relieve the Company of its obligation to reimburse such LC Disbursement.

Reimbursement. If an Issuing Lender Bank shall make any LC Disbursement in respect of a Letter of Credit, the Company shall reimburse such Issuing Lender in respect of such LC Disbursement by paying to the Administrative Agent an amount equal to such LC Disbursement not later than 12:00 noon, New York City time, on the date that such LC Disbursement is made, if the Company shall have received notice of such LC Disbursement prior to 10:00 a.m., New York City time, on such date, or, if such notice has not been received by the Company prior to such time on such date, then not later than 12:00 noon, New York City time, on (i) the Business Day that the Company receives notice of such LC Disbursementnotice, if such notice is received prior to 10:00 a.m., New York City time, on the day of receipt, or (ii) the Business Day immediately following the day that the Company receives such notice, if such notice is not received prior to such time, time on the day of receipt; provided that, if such LC Disbursement is not less than $500,00010,000,000, the Company may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.03 2.01 that such payment be financed with a Borrowing consisting of Alternate Base Rate Revolving Credit Loan Borrowing Loans in an equivalent amount and, to the extent so financed, the Company’s obligation to make such payment shall be discharged and replaced by the resulting Base Rate Revolving Credit Loan Borrowing. If the Company fails to make such payment when due, the Administrative Agent shall notify each Revolving Credit Lender Bank of the applicable LC Disbursement, the payment then due from the Company in respect thereof and such Revolving Credit LenderBank’s Applicable Percentage Proportional Share thereof. Promptly following receipt of such notice, each Revolving Credit Lender Bank shall pay to the Administrative Agent its Applicable Percentage Proportional Share of the payment then due from the Company, in the same manner as provided in Section 2.05 2.04 with respect to Revolving Credit Loans made by such Lender Bank (and Section 2.05 2.04 shall apply, mutatis mutandis, to the payment obligations of the Revolving Credit LendersBanks), and the Administrative Agent shall promptly pay to the respective applicable Issuing Lender Bank the amounts so received by it from the Revolving Credit LendersBanks. Promptly following receipt by the Administrative Agent of any payment from the Company pursuant to this paragraph, the Administrative Agent shall distribute such payment to the respective applicable Issuing Lender Bank or, to the extent that the Revolving Credit Lenders Banks have made payments pursuant to this paragraph to reimburse such Issuing LenderBank, then to such Lenders Banks and such Issuing Lender Bank as their interests may appear. Any payment made by a Revolving Credit Lender Bank pursuant to this paragraph to reimburse an Issuing Lender Bank for any LC Disbursement (other than the funding of Alternate Base Rate Loans as contemplated above) shall not constitute a Loan and shall not relieve the Company of its obligation to reimburse such LC Disbursement.

Reimbursement. If an the WC Issuing Lender Bank shall make any WC LC Disbursement in respect of a Letter of CreditDisbursement, the Company Borrower shall reimburse such Issuing Lender in respect of such WC LC Disbursement by paying to the Administrative Agent an amount equal to such WC LC Disbursement not later than 12:00 noonp.m., New York City time, on (i) the Business Day date that such WC LC Disbursement is made, if the Company receives Borrower shall have received notice of such WC LC Disbursement, if such notice is received Disbursement prior to 10:00 a.m., New York City time, or (ii) on such date, or, then not later than 12:00 p.m., New York City time, on the Business Day immediately following the day that the Company Borrower receives such notice, if such notice is not received prior to such time, ; provided that, if such LC Disbursement is not less than $500,000, that the Company Borrower may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.03 that such payment be financed with a Base Rate an ABR Revolving Credit Loan Borrowing in an equivalent amount and, to the extent so financed, the Company’s Borrower's obligation to make such payment shall be discharged and replaced by the resulting Base Rate ABR Revolving Credit Loan Borrowing. If the Company Borrower fails to make such payment when due, the Administrative Agent shall notify each Revolving Lender that participates in the WC Letters of Credit Lender of the applicable WC LC Disbursement, the payment then due from the Company Borrower in respect thereof and such Revolving Credit Lender’s 's Applicable RC Percentage thereof. Promptly following receipt of such notice, each Revolving Credit such Lender shall pay to the Administrative Agent its Applicable RC Percentage of the payment then due from the CompanyBorrower, in the same manner as provided in Section 2.05 2.07 with respect to Revolving Credit Loans made by such Lender (and Section 2.05 2.07 shall apply, mutatis mutandis, to the payment obligations of the Revolving Credit such Lenders), and the Administrative Agent shall promptly pay to the respective WC Issuing Lender Bank the amounts so received by it from the Revolving Credit such Lenders. Promptly following receipt by the Administrative Agent of any payment from the Company Borrower pursuant to this paragraph, the Administrative Agent shall distribute such payment to the respective WC Issuing Lender Bank or, to the extent that the Revolving Credit Lenders have made payments pursuant to this paragraph to reimburse such the WC Issuing LenderBank, then to such Lenders and such the WC Issuing Lender Bank as their interests may appear. Any payment made by a Revolving Credit Lender pursuant to this paragraph to reimburse an the WC Issuing Lender Bank for any WC LC Disbursement (other than the funding of ABR Revolving Loans as contemplated above) shall not constitute a Loan and shall not relieve the Company Borrower of its obligation to reimburse such WC LC Disbursement.

Reimbursement. If an Issuing Lender Bank shall make any LC Disbursement in respect of a Letter of Credit, the Company Borrower shall reimburse such Issuing Lender in respect of such LC Disbursement by paying to the Administrative Agent an amount equal to such LC Disbursement not later than 12:00 noon, New York City time, on (i) not later than the next Business Day following the date that such LC Disbursement is made, if the Company receives Borrower shall have received notice of such LC Disbursement, if such notice is received Disbursement prior to 10:00 a.m.2:00 p.m., New York City time, or (ii) on the Business Day immediately following the day that the Company receives date such noticeLC Disbursement is made, or, if such notice is has not been received by the Borrower prior to such time on such date, then not later than 12:00 noon, New York City time, on the Business Day next following the date on which the Borrower receives such notice by such time; provided that, if such LC Disbursement is not less than $500,000, that the Company Borrower may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.03 or 2.04 that such payment be financed with an ABR Revolving Borrowing or a Base Rate Revolving Credit Loan Swingline Borrowing in an equivalent amount and, to the extent so financedsuch Issuing Bank shall have received the proceeds thereof as contemplated by Section 2.06(a), the CompanyBorrower’s obligation to make such payment shall be discharged and replaced by the resulting Base Rate ABR Revolving Credit Loan Borrowing or Swingline Borrowing. If the Company Borrower fails to make such payment when due, the Administrative Agent shall notify each Revolving Credit Lender of the applicable LC Disbursement, the payment then due from the Company Borrower in respect thereof and such Revolving Credit Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Revolving Credit Lender shall pay to the Administrative Agent its Applicable Percentage of the payment then due from the CompanyBorrower, in the same manner as provided in Section 2.05 2.06 with respect to Revolving Credit Loans made by such Lender (and Section 2.05 2.06 shall apply, mutatis mutandis, to the payment obligations of the Revolving Credit LendersLenders pursuant to this paragraph), and the Administrative Agent shall promptly pay to the respective applicable Issuing Lender Bank the amounts so received by it from the Revolving Credit Lenders. Promptly following receipt by the Administrative Agent of any payment from the Company Borrower pursuant to this paragraph, the Administrative Agent shall distribute such payment to the respective applicable Issuing Lender Bank or, to the extent that the Revolving Credit Lenders have made payments pursuant to this paragraph to reimburse such Issuing LenderBank, then to such Lenders and such Issuing Lender Bank as their interests may appear. Any payment made by a Revolving Credit Lender pursuant to this paragraph to reimburse an any Issuing Lender Bank for any LC Disbursement (other than the funding of ABR Revolving Loans or a Swingline Loan as contemplated above) shall not constitute a Loan and shall not relieve the Company Borrower of its obligation to reimburse such LC Disbursement.

Reimbursement. If an the Issuing Lender shall make any LC Disbursement Bank in respect of a Letter of Credit, the Company Credit shall reimburse such Issuing Lender make any L/C Disbursement in respect of such LC Letter of Credit, the Borrowers shall reimburse such L/C Disbursement by paying to the Administrative Agent an amount equal to such LC L/C Disbursement not later than 12:00 noon(i) prior to the close of business, New York, New York City time, on (i) the Business Day that such L/C Disbursement is made, if the Company receives Borrowers shall have received notice of such LC Disbursement, if such notice is received L/C Disbursement prior to 10:00 11:00 a.m., New York, New York City time, or (ii) if such notice has not been received by the Borrowers prior to 11:00 a.m., New York, New York time, then prior to the close of business, New York, New York time, on the Business Day immediately following the day that the Company receives Borrowers receive such notice, if such notice is not received prior to such time, ; provided that, if such LC L/C Disbursement is not less than $500,0001,000,000, the Company Borrowers may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.03 2.04 that such payment be financed with a Base Rate Revolving Credit Loan an ABR Borrowing in an equivalent amount and, to the extent so financed, the Company’s Borrowers’ obligation to make such payment shall be discharged and replaced by the resulting Base Rate Revolving Credit Loan BorrowingABR Loan. If the Company fails Borrowers fail to make such payment when due, the Administrative Agent shall notify each Revolving Credit Lender of the applicable LC L/C Disbursement, the payment then due from the Company Borrowers in respect thereof and such Revolving Credit Lender’s Revolving Applicable Percentage thereof. Promptly following receipt of such notice, each such Revolving Credit Lender shall pay to the Administrative Agent its Revolving Applicable Percentage of the payment then due from the CompanyBorrowers, in the same manner as provided in Section 2.05 2.06 with respect to Revolving Credit Loans made by such Revolving Lender (and Section 2.05 2.06 shall apply, mutatis mutandis, to the payment obligations of the such Revolving Credit Lenders), and the Administrative Agent shall promptly pay to the respective Issuing Lender Bank the amounts so received by it from the such Revolving Credit Lenders. Promptly following receipt by the Administrative Agent of any payment from the Company Borrowers pursuant to this paragraph, the Administrative Agent shall distribute such payment to the respective Issuing Lender Bank or, to the extent that the Revolving Credit Lenders have made payments pursuant to this paragraph to reimburse such the Issuing LenderBank, then to such Revolving Lenders and such the Issuing Lender Bank as their interests may appear. Any payment made by a Revolving Credit Lender pursuant to this paragraph to reimburse an the Issuing Lender Bank for any LC L/C Disbursement (other than the funding of ABR Loans as contemplated above) shall not constitute a Loan and shall not relieve the Company Borrowers of its their obligation to reimburse such LC L/C Disbursement.

Reimbursement. If an Issuing Lender For purposes of determining the amount of the Gross-up Payment, the Executive shall make be treated as paying federal income taxes at his actual tax rate for federal income taxation in the calendar year in which the Gross-up Payment is to be made and state and local income taxes at his actual rate of taxation in the state and locality of the Executive’s residence for the calendar year in which the Company Payment is to be made, net of the maximum reduction in federal income taxes which could be obtained from deduction of such state and local taxes if paid in such year. In the event that the Excise Tax is subsequently determined by the Accountants to be less than the amount taken into account hereunder at the time the Gross-up Payment is made, the Executive shall repay to the Company, at the time that the amount of such reduction in Excise Tax is finally determined, the portion of the prior Gross-up Payment attributable to such reduction (plus the portion of the Gross-up Payment attributable to the Excise Tax and federal and state and local income tax imposed on the portion of the Gross-up Payment being repaid by the Executive if such repayment results in a reduction in Excise Tax or a federal and state and local income tax deduction), plus interest on the amount of such repayment at the rate provided in Section 1274(b)(2)(B) of the Code. Notwithstanding the foregoing, in the event any LC Disbursement portion of the Gross-up Payment to be refunded to the Company has been paid to any federal, state or local tax authority, repayment thereof (and related amounts) shall not be required until actual refund or credit of such portion has been made to the Executive, and interest payable to the Company shall not exceed the interest received or credited to the Executive by such tax authority for the period it held such portion. The Executive and the Company shall mutually agree upon the course of action to be pursued (and the method of allocating the expense thereof) if the Executive’s good faith claim for refund or credit is denied. Furthermore, to the extent any repayment of such amount would be in respect violation of a Letter the Sarbonne Oxley Act, there shall be no such obligation of Creditrepayment. In the event that the Excise Tax is later determined by the Accountant or the Internal Revenue Service to exceed the amount taken into account hereunder at the time the Gross-up Payment is made (including by reason of any payment the existence or amount of which cannot be determined at the time of the Gross-up Payment), the Company shall reimburse such Issuing Lender make an additional Gross-up Payment in respect of such LC Disbursement by paying to the Administrative Agent an amount equal to such LC Disbursement not later than 12:00 noon, New York City time, on excess (i) the Business Day that the Company receives notice of such LC Disbursement, if such notice is received prior to 10:00 a.m., New York City time, plus any interest or (ii) the Business Day immediately following the day that the Company receives such notice, if such notice is not received prior to such time, provided that, if such LC Disbursement is not less than $500,000, the Company may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.03 that such payment be financed with a Base Rate Revolving Credit Loan Borrowing in an equivalent amount and, to the extent so financed, the Company’s obligation to make such payment shall be discharged and replaced by the resulting Base Rate Revolving Credit Loan Borrowing. If the Company fails to make such payment when due, the Administrative Agent shall notify each Revolving Credit Lender of the applicable LC Disbursement, the payment then due from the Company in respect thereof and such Revolving Credit Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Revolving Credit Lender shall pay to the Administrative Agent its Applicable Percentage of the payment then due from the Company, in the same manner as provided in Section 2.05 penalties payable with respect to Revolving Credit Loans made by such Lender (and Section 2.05 shall apply, mutatis mutandis, to excess) at the payment obligations of the Revolving Credit Lenders), and the Administrative Agent shall promptly pay to the respective Issuing Lender the amounts so received by it from the Revolving Credit Lenders. Promptly following receipt by the Administrative Agent of any payment from the Company pursuant to this paragraph, the Administrative Agent shall distribute such payment to the respective Issuing Lender or, to the extent time that the Revolving Credit Lenders have made payments pursuant to this paragraph to reimburse amount of such Issuing Lender, then to such Lenders and such Issuing Lender as their interests may appear. Any payment made by a Revolving Credit Lender pursuant to this paragraph to reimburse an Issuing Lender for any LC Disbursement shall not constitute a Loan and shall not relieve the Company of its obligation to reimburse such LC Disbursementexcess is finally determined.

Reimbursement. If an the Issuing Lender Bank shall make any LC Disbursement in respect of a Letter of CreditCredit in a Core Currency, the Company applicable Letter of Credit Applicant shall reimburse such LC Disbursement in the Core Currency in which such Letter of Credit is denominated. If the Issuing Lender Bank shall make any LC Disbursement in respect of a Letter of Credit in a Non-Core Currency, the applicable Letter of Credit Applicant shall reimburse such LC Disbursement in Dollars in an amount equal to the Issuing Bank’s all-in cost of funds in Dollars to fund such draft as determined by the Issuing Bank (each a “Dollar Reimbursement Amount”). In connection with each obligation of a Letter of Credit Applicant to pay a Dollar Reimbursement Amount under this Section 2.9(e), the Issuing Bank shall deliver to such Letter of Credit Applicant, the Parent and the Administrative Agent a written statement setting forth such Dollar Reimbursement Amount. The Issuing Bank’s determination of such Dollar Reimbursement Amount shall be conclusive absent manifest error. The Letter of Credit Applicant shall reimburse each such LC Disbursement by paying to the Administrative Agent Issuing Bank at its Applicable Payment Office an amount equal to such LC Disbursement not later than 12:00 noon4:00 p.m. (local time in the city in which such Applicable Payment Office is located) on the date that such LC Disbursement is made, New York City time, on if such Letter of Credit Applicant shall have received written notice (iby hand delivery or telecopy) the Business Day that the Company receives notice of such LC DisbursementDisbursement prior to 12:00 noon (local time in the city in which such Applicable Payment Office is located) on such date, or if such written notice is has not been received prior to 10:00 a.m., New York City time, or (ii) the Business Day immediately following the day that the Company receives by such notice, if such notice is not received Letter of Credit Applicant prior to such timetime on such date, then not later than 4:00 p.m. (local time in the city in which such Applicable Payment Office is located) on the next succeeding Business Day, provided thatthat (A) in addition to such written notice, the officers of the Administrative Agent primarily responsible for the administration of this Agreement shall, promptly after they receive notice that a draft in respect of such LC Disbursement has been presented to the Issuing Bank, use reasonable efforts to notify such Letter of Credit Applicant of such draft by telephone, provided, further, that the failure of such Letter of Credit Applicant to receive any such telephonic notice from the Administrative Agent or any officer thereof shall not in any manner affect such Letter of Credit Applicant’s obligation to reimburse such LC Disbursement in accordance with the terms of this Section, and (B) if such LC Disbursement is not less than $500,0001,000,000 (or the Dollar Equivalent thereof), the Company Parent may, subject to the conditions to of borrowing set forth herein, request in accordance with Section 2.03 2.3 that such payment be financed with a Base Rate Revolving Loan or a Swing Line Loan in the applicable Currency (Dollars in the case of a Letter of Credit Loan Borrowing issued in a Non-Core Currency) in an equivalent amount and, to the extent so financed, the Companyapplicable Letter of Credit Applicant’s obligation to make such payment shall be discharged and replaced by the resulting Base Rate Revolving Credit Loan Borrowingor a Swing Line Loan, as applicable. If the Company Parent or the applicable Letter of Credit Applicant fails to make such payment under this subsection when due, the Issuing Bank shall notify the Administrative Agent thereof and the Administrative Agent shall then notify each Revolving Credit applicable Lender of the applicable LC Disbursement, the payment then due from the Company Parent or the applicable Letter of Credit Applicant in respect thereof and such Revolving Credit Lender’s Applicable 's Core Currency Commitment Percentage thereof. Promptly following receipt of such notice, each Revolving Credit applicable Lender shall pay to the Administrative Agent its Applicable Core Currency Commitment Percentage of the payment then due from the CompanyParent or such Letter of Credit Applicant, in the applicable Currency (Dollars in the case of a Letter of Credit issued in a Non-Core Currency) and in the same manner as provided in Section 2.05 2.3 with respect to Revolving Credit Loans made by such Lender (and Section 2.05 2.3 shall apply, mutatis mutandis, to the payment obligations of the Revolving Credit Lenders), and the Administrative Agent shall promptly pay to the respective Issuing Lender Bank the amounts so received by it from the Revolving Credit Lenders. Promptly following receipt by the Administrative Agent of any payment from the Company Parent or such Letter of Credit Applicant pursuant to this paragraphsubsection, the Administrative Agent shall distribute such payment to the respective Issuing Lender Bank or, to the extent that the Revolving Credit Lenders have made payments pursuant to this paragraph subsection to reimburse such the Issuing LenderBank, then to such Lenders and such the Issuing Lender Bank as their interests may appear. Any payment made by a Revolving Credit Lender pursuant to this paragraph subsection to reimburse an the Issuing Lender Bank for any LC Disbursement (other than the funding of Revolving Loans or Swing Line Loans as contemplated above) shall not constitute a Loan and shall not relieve the Company Parent or the applicable Letter of Credit Applicant of its obligation to reimburse such LC Disbursement.

Reimbursement. If an the Issuing Lender Bank shall make any LC Disbursement in respect of a Letter of Credit, the Company Borrower shall reimburse such Issuing Lender in respect of such LC Disbursement by paying to the Administrative Agent an amount equal to such LC Disbursement in the currency in which it is denominated not later than 12:00 noon4:00 P.M., New York City time, on (i) the Business Day that the Company receives notice of such LC Disbursement, if such notice is received prior to 10:00 a.m., New York City time, or (ii) the Business Day immediately following the day that the Company Borrower receives such notice, if such notice is not received prior to such time, provided that, if of such LC Disbursement is not less than $500,000, Disbursement; provided that the Company Borrower may, subject to the conditions to borrowing set forth herein, request in accordance with Section Sections 2.03 or 2.04 that such payment be financed with a Base Rate Swingline Loan or a Revolving Credit Loan Borrowing (which, if the LC Disbursement is denominated in an Available Currency, may be denominated in Available Currency), in each case, in an equivalent amount and, to the extent so financed, the CompanyBorrower’s obligation to make such payment shall be discharged and replaced by the resulting Base Rate Revolving Credit Loan BorrowingBorrowing or Swingline Loan. If the Company Borrower fails to make such payment when due, the Administrative Agent shall notify each Revolving Credit Lender in writing of the applicable LC Disbursement, the Dollar Amount of the payment then due from the Company Borrower in respect thereof and such Revolving Credit Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Revolving Credit Lender shall pay to the Administrative Agent in Dollars its Applicable Percentage of the Dollar Amount of the payment then due from the CompanyBorrower, in the same manner as provided in Section 2.05 2.06 with respect to Revolving Credit Loans made by such Lender (and Section 2.05 2.06 shall apply, mutatis mutandis, to the payment obligations of the Revolving Credit Lenders), and the Administrative Agent shall promptly pay to the respective Issuing Lender Bank the amounts so received by it from the Revolving Credit Lenders. Promptly following receipt by the Administrative Agent of any payment from the Company Borrower pursuant to this paragraph, the Administrative Agent shall distribute such payment to the respective Issuing Lender Bank or, to the extent that the Revolving Credit Lenders have made payments pursuant to this paragraph to reimburse such the Issuing LenderBank, then to such Lenders and such the Issuing Lender Bank as their interests may appear. Any payment made by a Revolving Credit Lender pursuant to this paragraph to reimburse an the Issuing Lender Bank for any LC Disbursement (other than the funding of Revolving Loans or a Swingline Loan as contemplated above) shall not constitute a Loan and shall not relieve the Company Borrower of its obligation to reimburse such LC Disbursement. After receipt of any payments from the Revolving Lenders under this paragraph, the Borrower’s obligation to reimburse such LC Disbursement, if originally denominated in an Available Currency, shall convert to a Dollar denominated obligation in a Dollar Amount calculated as of date the payments by the Revolving Lenders are received and any future payments by the Borrower in respect thereof shall be made in Dollars.

Reimbursement. If an the Issuing Lender Bank shall make any LC Disbursement disbursement in respect of a Letter of Credit, the Company shall Borrowers jointly and severally agree to reimburse such Issuing Lender in respect of such LC Disbursement disbursement by paying to the Administrative Agent an amount equal to such LC Disbursement disbursement not later than 12:00 noon, New York City time, on the date that such disbursement is made, if the Borrowers shall have received notice of such disbursement prior to 10:00 a.m., New York City time, on such date, or, if such notice has not been received by the Borrowers prior to such time on such date, then not later than 12:00 noon, New York City time, on (i) the Business Day that the Company receives notice of Borrowers receive such LC Disbursementnotice, if such notice is received prior to 10:00 a.m., New York City time, on the day of receipt, or (ii) the Business Day immediately following the day that the Company receives Borrowers receive such notice, if such notice is not received prior to such time, time on the day of receipt; provided that, if such LC Disbursement is not less than $500,000, that the Company mayBorrowers shall conclusively be deemed, subject to the conditions to borrowing set forth hereinherein (including the conditions stated in Section 3.02), request in accordance with Section 2.03 to have requested that such payment be financed with a an Base Rate Revolving Credit Loan Borrowing Advance in an equivalent amount and, to the extent so financed, the Company’s Borrowers’ obligation to make such payment shall be discharged and replaced by the resulting Base Rate Revolving Credit Loan BorrowingAdvance. If the Company fails Borrowers fail to make such payment when due, the Administrative Agent shall notify each Revolving Credit Lender of the applicable LC Disbursementdisbursement, the payment then due from the Company Borrowers in respect thereof and such Revolving Credit Lender’s Applicable Percentage Pro Rata Share thereof. Promptly following receipt of such notice, each Revolving Credit Lender shall pay to the Administrative Agent its Applicable Percentage Pro Rata Share of the payment then due from the CompanyBorrowers, in the same manner as provided in Section 2.05 2.02 with respect to Revolving Credit Loans Advances made by such Lender (and Section 2.05 2.02 shall apply, mutatis mutandis, to the payment obligations of the Revolving Credit Lenders), and the Administrative Agent shall promptly pay to the respective Issuing Lender Bank the amounts so received by it from the Revolving Credit Lenders. Promptly following receipt If such reimbursement is not made by any Lender to the Issuing Bank on the same day on which the Issuing Bank shall have made payment on any such draw, such Lender shall pay interest thereon to the Issuing Bank at a rate per annum equal to the greater of the Federal Funds Effective Rate and a rate determined by the Administrative Agent of any payment from the Company pursuant to this paragraph, the Administrative Agent shall distribute such payment to the respective Issuing Lender or, to the extent that the Revolving Credit Lenders have made payments pursuant to this paragraph to reimburse such Issuing Lender, then to such Lenders and such Issuing Lender as their interests may appear. Any payment made by a Revolving Credit Lender pursuant to this paragraph to reimburse an Issuing Lender for any LC Disbursement shall not constitute a Loan and shall not relieve the Company of its obligation to reimburse such LC Disbursementin accordance with banking industry rules on interbank compensation.

Reimbursement. If an the Issuing Lender Bank shall make any LC Disbursement in respect of a Letter of Credit, the Company shall reimburse such Issuing Lender in respect of such LC Disbursement by paying to the Administrative Agent an the amount equal to of such LC Disbursement, not later than 1:00 p.m., Chicago time, on the date that such LC Disbursement is made, if the Company shall have received notice of such LC Disbursement prior to 11:00 a.m., Chicago time, on such date, or, if such notice has not been received by the Company prior to such time on such date, then not later than 12:00 noon1:00 p.m., New York City Chicago time, on (i) the Business Day that the Company receives notice of such LC Disbursementnotice, if such notice is received prior to 10:00 11:00 a.m., New York City Chicago time, on the day of receipt, or (ii) the Business Day immediately following the day that the Company receives such notice, if such notice is not received prior to such time, time on the day of receipt; provided that, if such LC Disbursement is not less than $500,000, that the Company may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.03 or 2.05 that such payment be financed with a Base Rate an ABR Revolving Credit Borrowing or Swingline Loan Borrowing in an equivalent the amount of such LC Disbursement and, to the extent so financed, the Company’s obligation to make such payment shall be discharged and replaced by the resulting Base Rate ABR Revolving Credit Loan BorrowingBorrowing or Swingline Loan. If the Company fails to make such payment when due, the Administrative Agent shall notify each Revolving Credit Lender of the applicable LC Disbursement, the payment then due from the Company in respect thereof and such Revolving Credit Lender’s Applicable Revolving Credit Percentage thereof. Promptly following receipt of such notice, each Revolving Credit Lender shall pay to the Administrative Agent its Applicable Revolving Credit Percentage of the payment then due from the Company, in the same manner as provided in Section 2.05 2.07 with respect to Revolving Credit Loans made by such Revolving Lender (and Section 2.05 2.07 shall apply, mutatis mutandis, to the payment obligations of the Revolving Credit Lenders), and the Administrative Agent shall promptly pay to the respective Issuing Lender Bank the amounts so received by it from the Revolving Credit Lenders. Promptly following receipt by the Administrative Agent of any payment from the Company pursuant to this paragraph, the Administrative Agent shall distribute such payment to the respective Issuing Lender Bank or, to the extent that the Revolving Credit Lenders have made payments pursuant to this paragraph to reimburse such the Issuing LenderBank, then to such Revolving Lenders and such the Issuing Lender Bank as their interests may appear. Any payment made by a Revolving Credit Lender pursuant to this paragraph to reimburse an the Issuing Lender Bank for any LC Disbursement (other than the funding of ABR Revolving Loans or a Swingline Loan as contemplated above) shall not constitute a Loan and shall not relieve the Company of its obligation to reimburse such LC Disbursement.

Reimbursement. If an the Issuing Lender Bank shall make any LC Disbursement in respect of a Letter of Credit, the Company shall reimburse such Issuing Lender in respect of such LC Disbursement by paying to the Administrative Agent an amount equal to such LC Disbursement Disbursement, not later than 12:00 noon, New York City time1:00 p.m. Local Time, on (i) the Business Day date that such LC Disbursement is made, if the Company receives shall have received notice of such LC DisbursementDisbursement prior to 11:00 a.m. Local Time, on such date, or, if such notice is has not been received by the Company prior to 10:00 a.m.such time on such date, New York City timethen not later than 1:00 p.m. Local Time, or (ii) on the Business Day immediately following the day that the Company receives such notice, if such notice is not received prior to such time, provided that, if such LC Disbursement is not less than $500,000, time on the Company may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.03 that such payment be financed with a Base Rate Revolving Credit Loan Borrowing in an equivalent amount and, to the extent so financed, the Company’s obligation to make such payment shall be discharged and replaced by the resulting Base Rate Revolving Credit Loan Borrowingday of receipt. If the Company fails to make such payment when duedue then, upon notice from the applicable Issuing Bank to the Company and the Administrative Agent, the Administrative Agent shall notify each Revolving Credit Multicurrency Lender of the applicable LC Disbursement, the payment then due from the Company in respect thereof and such Revolving Credit Lender’s Applicable Percentage Multicurrency Commitment Percentage, thereof. Promptly following receipt of such notice, each Revolving Credit Multicurrency Lender shall pay to the Administrative Agent its Applicable Multicurrency Commitment Percentage of the payment then due from the Company, Company in the same manner as provided in Section 2.05 2.06 with respect to Revolving Credit Loans made by such Multicurrency Lender (and Section 2.05 2.06 shall apply, mutatis mutandis, to the payment obligations of the Revolving Credit Multicurrency Lenders), and the Administrative Agent shall promptly pay to the respective applicable Issuing Lender Bank the amounts so received by it from the Revolving Credit Multicurrency Lenders. Promptly following receipt by the Administrative Agent of any payment from the Company pursuant to this paragraph, the Administrative Agent shall distribute such payment to the respective Issuing Lender Bank or, to the extent that the Revolving Credit Multicurrency Lenders have made payments pursuant to this paragraph to reimburse such the Issuing LenderBank, then to such Multicurrency Lenders and such the Issuing Lender Bank as their interests may appear. Any payment made by a Revolving Credit Multicurrency Lender pursuant to this paragraph to reimburse an the Issuing Lender Bank for any LC Disbursement shall not constitute a Loan and shall not relieve the Company of its obligation to reimburse such LC Disbursement.

Reimbursement. If an any Issuing Lender Bank shall make any LC Disbursement in respect of a Letter of Credit, the Company Borrower shall reimburse such Issuing Lender in respect of such LC Disbursement by paying to the Administrative Agent an amount equal to such LC Disbursement not later than 12:00 noon, New York City time, on (i) the Business Day that the Company receives notice of such LC Disbursement, if such notice is received prior to 10:00 a.m., New York City time, or (ii) the Business Day immediately following the day that the Company Borrower receives such notice, if such notice is not received prior to such time, time on the day of receipt; provided that, if such LC Disbursement is not less than $500,000, that the Company Borrower may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.03 or 2.05 that such payment be financed with a Base Rate an ABR Revolving Credit Loan Borrowing in an equivalent amount and, to the extent so financed, the CompanyBorrower’s obligation to make such payment shall be discharged and replaced by the resulting Base Rate ABR Revolving Credit Loan Borrowing. If the Company Borrower fails to make such payment when due, the Administrative Agent shall notify each Revolving Credit Lender of the applicable LC Disbursement, the payment then due from the Company Borrower in respect thereof and such Revolving Credit Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Revolving Credit Lender shall pay to the Administrative Agent its Applicable Percentage of the payment then due from the CompanyBorrower, in the same manner as provided in Section 2.05 2.07 with respect to Revolving Credit Loans made by such Lender (and Section 2.05 2.07 shall apply, mutatis mutandis, to the payment obligations of the Revolving Credit Lenders), and the Administrative Agent shall promptly pay to the respective applicable Issuing Lender Bank the amounts so received by it from the Revolving Credit Lenders. Promptly following receipt by the Administrative Agent of any payment from the Company Borrower pursuant to this paragraph, the Administrative Agent shall distribute such payment to the respective applicable Issuing Lender Bank or, to the extent that the Revolving Credit Lenders have made payments pursuant to this paragraph to reimburse such any Issuing LenderBank, then to such Lenders and such Issuing Lender Bank as their interests may appear. Any payment made by a Revolving Credit Lender pursuant to this paragraph to reimburse an any Issuing Lender Bank for any LC Disbursement (other than the funding of ABR Revolving Loans as contemplated above) shall not constitute a Loan and shall not relieve the Company Borrower of its obligation to reimburse such LC Disbursement.

Reimbursement. If an the Issuing Lender Bank shall make any LC Disbursement in respect of a Letter of Credit, the Company Altair Engineering shall reimburse such Issuing Lender in respect of such LC Disbursement by paying to the Administrative Agent an amount equal to such LC Disbursement not later than 12:00 noon11:00 a.m., New York City eastern time, on (i) the Business Day that the Company Altair Engineering receives notice of such LC Disbursement, if such notice is received prior to 10:00 a.m., New York City eastern time, on the day of receipt, or (ii) the Business Day immediately following the day that the Company Altair Engineering receives such notice, if such notice is not received prior to such after 10:00 a.m., eastern time, on the day of receipt; provided that, if such LC Disbursement is not less than $500,000, the Company that Altair Engineering may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.03 or 2.05 that such payment be financed with a Base Rate CBFR Revolving Credit Borrowing or Swingline Loan Borrowing in an equivalent amount and, to the extent so financed, the CompanyAltair Engineering’s obligation to make such payment shall be discharged and replaced by the resulting Base Rate CBFR Revolving Credit Loan BorrowingBorrowing or Swingline Loan. If the Company Altair Engineering fails to make such payment when due, the Administrative Agent shall notify each Revolving Credit Lender of the applicable LC Disbursement, the payment then due from the Company Altair Engineering in respect thereof thereof, and such Revolving Credit Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Revolving Credit Lender shall pay to the Administrative Agent its Applicable Percentage of the payment then due from the CompanyAltair Engineering, in the same manner as provided in Section 2.05 2.07 with respect to Revolving Credit Loans made by such Lender (and Section 2.05 2.07 shall apply, mutatis mutandis, to the payment obligations of the Revolving Credit Lenders), and the Administrative Agent shall promptly pay to the respective Issuing Lender Bank the amounts so received by it from the Revolving Credit Lenders. Promptly following receipt by the Administrative Agent of any payment from the Company Altair Engineering pursuant to this paragraph, the Administrative Agent shall distribute such payment to the respective Issuing Lender Bank or, to the extent that the Revolving Credit Lenders have made payments pursuant to this paragraph to reimburse such the Issuing LenderBank, then to such Lenders and such the Issuing Lender Bank, as their interests may appear. Any payment made by a Revolving Credit Lender pursuant to this paragraph to reimburse an the Issuing Lender Bank for any LC Disbursement (other than the funding of CBFR Revolving Loans or a Swingline Loan as contemplated above) shall not constitute a Loan and shall not relieve the Company Altair Engineering of its obligation to reimburse such LC Disbursement.

Reimbursement. If an the Issuing Lender Bank shall make any LC Disbursement in respect of a Letter of Credit, the Company Borrower shall reimburse such Issuing Lender in respect of such LC Disbursement by paying to the Administrative Agent an amount equal to such LC Disbursement not later than 12:00 noon11:00 a.m., New York City Chicago time, on (i) the Business Day that the Company Borrower receives notice of such LC Disbursement, if such notice is received prior to 10:00 9:00 a.m., New York City Chicago time, on the day of receipt, or (ii) the Business Day immediately following the day that the Company Borrower receives such notice, if such notice is not received prior to such after 9:00 a.m., Chicago time, on the day of receipt; provided that, if such LC Disbursement is not less than $500,000, the Company Borrower may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.03 that such payment be financed with a Base Rate Revolving Credit Loan Borrowing in an equivalent amount and, to the extent so financed, the CompanyBorrower’s obligation to make such payment shall be discharged and replaced by the resulting Base Rate Revolving Credit Loan Borrowing. If the Company Borrower fails to make such payment when due, the Administrative Agent shall notify each Revolving Credit Lender of the applicable LC Disbursement, the payment then due from the Company Borrower in respect thereof thereof, and such Revolving Credit Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Revolving Credit Lender shall pay to the Administrative Agent its Applicable Percentage of the payment then due from the CompanyBorrower, in the same manner as provided in Section 2.05 2.07 with respect to Revolving Credit Loans made by such Lender (and Section 2.05 2.07 shall apply, mutatis mutandis, to the payment obligations of the Revolving Credit Lenders), and the Administrative Agent shall promptly pay to the respective Issuing Lender Bank the amounts so received by it from the Revolving Credit Lenders. Promptly following receipt by the Administrative Agent of any payment from the Company Borrower pursuant to this paragraph, the Administrative Agent shall distribute such payment to the respective Issuing Lender Bank or, to the extent that the Revolving Credit Lenders have made payments pursuant to this paragraph to reimburse such the Issuing LenderBank, then to such Lenders and such the Issuing Lender Bank, as their interests may appear. Any payment made by a Revolving Credit Lender pursuant to this paragraph to reimburse an the Issuing Lender Bank for any LC Disbursement (other than the funding of Revolving Loans as contemplated above) shall not constitute a Loan and shall not relieve the Company Borrower of its obligation to reimburse such LC Disbursement.

Reimbursement. If an the Issuing Lender Bank shall make any LC Disbursement in respect of a Letter of Credit, the Company Administrative Borrower shall reimburse such Issuing Lender in respect of such LC Disbursement by paying to the Administrative Agent an amount equal to such LC Disbursement not later than 12:00 noon, New York City time, on (i) the Business Day date that such LC Disbursement is made, if the Company receives Administrative Borrower shall have received notice of such LC Disbursement, if such notice is received Disbursement prior to 10:00 a.m., New York City time, or (ii) on such date, or, if such notice has not been received by the Administrative Borrower prior to such time on such date, then not later than 12:00 noon, New York City time, on the Business Day immediately following the day that the Company Administrative Borrower receives such notice, if such notice is not received prior to such time, ; provided that, that if such LC Disbursement is not less than $500,000US$100,000, the Company Administrative Borrower may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.03 2.4 that such payment be financed with a Base Rate an ABR Revolving Credit Loan Borrowing or Swingline Loan, in an equivalent amount (and if such Letter of Credit is issued in an Alternative Currency, the US Dollar Equivalent of such amount) and, to the extent so financed, the CompanyAdministrative Borrower’s obligation to make such payment shall be discharged and replaced by the resulting Base Rate ABR Revolving Credit Loan BorrowingBorrowing or Swingline Loan. If the Company Administrative Borrower fails to make such payment when due, the Administrative Agent shall notify each Revolving Credit Lender of the applicable LC Disbursement, the payment then due from the Company Administrative Borrower in respect thereof and such Revolving Credit Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Revolving Credit Lender shall pay to the Administrative Agent its Applicable Percentage of the payment then due from the CompanyAdministrative Borrower, in the same manner as provided in Section 2.05 2.6 with respect to Revolving Credit Loans made by such Lender (and Section 2.05 2.7 shall apply, mutatis mutandis, to the payment obligations of the Revolving Credit Lenders), and the Administrative Agent shall promptly pay to the respective Issuing Lender Bank the amounts so received by it from the Revolving Credit Lenders. Promptly following receipt by the Administrative Agent of any payment from the Company Administrative Borrower pursuant to this paragraph, the Administrative Agent shall distribute such payment to the respective Issuing Lender Bank or, to the extent that the Revolving Credit Lenders have made payments pursuant to this paragraph to reimburse such the Issuing LenderBank, then to such Lenders and such the Issuing Lender Bank as their interests may appear. Any payment made by a Revolving Credit Lender pursuant to this paragraph to reimburse an the Issuing Lender Bank for any LC Disbursement (other than the NYDOCS/1287812.1 funding of ABR Revolving Loans or a Swingline Loan as contemplated above) shall not constitute a Loan and shall not relieve the Company Administrative Borrower of its obligation to reimburse such LC Disbursement.

Reimbursement. If an the Issuing Lender Bank shall make any LC Disbursement in respect of a Letter of Credit, the Company Borrower shall reimburse such Issuing Lender in respect of such LC Disbursement by paying to the Administrative Agent an amount equal to such LC Disbursement not later than 12:00 noon1:00 p.m., New York City eastern time, on (i) the Business Day that the Company Borrower receives notice of such LC Disbursement, if such notice is received prior to 10:00 9:00 a.m., New York City eastern time, on the day of receipt, or (ii) the Business Day immediately following the day that the Company Borrower receives such notice, if such notice is not received prior to such after 9:00 a.m., eastern time, on the day of receipt; provided that, if such LC Disbursement is not less than $500,000, that the Company Borrower may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.03 that such payment be financed with a Base Rate an ABR Revolving Credit Loan Borrowing in an equivalent amount and, to the extent so financed, the CompanyBorrower’s obligation to make such payment shall be discharged and replaced by the resulting Base Rate ABR Revolving Credit Loan Borrowing. If the Company Borrower fails to make such payment when due, the Administrative Agent shall notify each Revolving Credit Lender of the applicable LC Disbursement, the payment then due from the Company Borrower in respect thereof thereof, and such Revolving Credit Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Revolving Credit Lender shall pay to the Administrative Agent its Applicable Percentage of the payment then due from the CompanyBorrower, in the same manner as provided in Section 2.05 with respect to Revolving Credit Loans made by such Lender (and Section 2.05 shall apply, mutatis mutandis, to the payment obligations of the Revolving Credit Lenders), and the Administrative Agent shall promptly pay to the respective Issuing Lender Bank the amounts so received by it from the Revolving Credit Lenders. Promptly following receipt by the Administrative Agent of any payment from the Company Borrower pursuant to this paragraph, the Administrative Agent shall distribute such payment to the respective Issuing Lender Bank or, to the extent that the Revolving Credit Lenders have made payments pursuant to this paragraph to reimburse such the Issuing LenderBank, then to such Lenders and such the Issuing Lender Bank, as their interests may appear. Any payment made by a Revolving Credit Lender pursuant to this paragraph to reimburse an the Issuing Lender Bank for any LC Disbursement (other than the funding of ABR Revolving Loans as contemplated above) shall not constitute a Loan and shall not relieve the Company Borrower of its obligation to reimburse such LC Disbursement.

Reimbursement. If an the Issuing Lender Bank shall make any LC Disbursement in respect of a Letter of Credit, the Company Borrowers shall reimburse such Issuing Lender in respect of such LC Disbursement by paying to the Administrative Agent an amount equal to such LC Disbursement not later than 12:00 noon11:00 a.m., New York City Pacific time, on (a) (i) the Business Day that the Company Borrower Representative receives notice of such LC Disbursement, if such notice is received prior to 10:00 9:00 a.m., New York City Pacific time, on the day of receipt, or (ii) the Business Day immediately following the day that the Company Borrower Representative receives such notice, if such notice is not received prior to such time, after 9:00 a.m. Pacific time on the day of receipt; provided that, if such LC Disbursement is not less than $500,000, that the Company Borrowers may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.03 or 2.05 that such payment be financed with a Base Rate an ABR Revolving Credit Borrowing or Swingline Loan Borrowing in an equivalent amount and, to the extent so financed, the Company’s Borrowers’ obligation to make such payment shall be discharged and replaced by the resulting Base Rate ABR Revolving Credit Loan BorrowingBorrowing or Swingline Loan. If the Company fails Borrowers fail to make such payment when due, the Administrative Agent shall notify each Revolving Credit Lender of the applicable LC Disbursement, the payment then due from the Company Borrowers in respect thereof and such Revolving Credit Lender’s 's Applicable Percentage thereof. Promptly following receipt of such notice, each Revolving Credit Lender shall pay to the Administrative Agent its Applicable Percentage of the payment then due from the CompanyBorrowers, in the same manner as provided in Section 2.05 2.07 with respect to Revolving Credit Loans made by such Lender (and Section 2.05 2.07 shall apply, mutatis mutandis, to the payment obligations of the Revolving Credit Lenders), and the Administrative Agent shall promptly pay to the respective Issuing Lender Bank the amounts so received by it from the Revolving Credit Lenders. Promptly following receipt by the Administrative Agent of any payment from the Company Borrowers pursuant to this paragraph, the Administrative Agent shall distribute such payment to the respective Issuing Lender Bank or, to the extent that the Revolving Credit Lenders have made payments pursuant to this paragraph to reimburse such the Issuing LenderBank, then to such Lenders and such the Issuing Lender Bank as their interests may appear. Any payment made by a Revolving Credit Lender pursuant to this paragraph to reimburse an the Issuing Lender Bank for any LC Disbursement (other than the funding of ABR Revolving Loans or a Swingline Loan as contemplated above) shall not constitute a Loan and shall not relieve the Company Borrowers of its their obligation to reimburse such LC Disbursement.

Reimbursement. If an Issuing Lender shall make any LC Disbursement Provided that there is positive Tax Allocation Increment in respect of a Letter of Creditthe Tax Allocation District, the Company shall reimburse such Issuing Lender properly requisitioned and invoiced Reimbursement Costs will be reimbursed in respect of such LC Disbursement by paying to the Administrative Agent an amount equal to such LC Disbursement not later no more than 12:00 noon, New York City time, on (i) the Business Day that the Company receives notice of such LC Disbursement, if such notice is received prior to 10:00 a.m., New York City time, or (ii) the Business Day immediately following the day that the Company receives such notice, if such notice is not received prior to such time, provided that, if such LC Disbursement is not less than $500,000, the Company may, 25 annual payments subject to the conditions following conditions: (a) To the extent that it is available in the Tax Allocation District #8 Fund after the deduction of the Administrative Fee, Columbus shall provide funding to borrowing Developer with annual payments in the amount of up to $577,949 as set forth hereinon Schedule F for all amounts supported by an approved Requisition. Each year, request in accordance with Section 2.03 that such Developer shall provide a Requisition for any additional costs incurred since the approval of the previous Requisition and invoice for the total requested annual payment be financed with a Base Rate Revolving Credit Loan Borrowing in an equivalent amount and, to the extent so financedFinance Director. Provided, the Company’s obligation to make such payment shall be discharged and replaced by the resulting Base Rate Revolving Credit Loan Borrowing. If the Company fails to make such payment when due, the Administrative Agent shall notify each Revolving Credit Lender of the applicable LC Disbursement, the payment then due from the Company in respect thereof and such Revolving Credit Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Revolving Credit Lender shall pay to the Administrative Agent its Applicable Percentage of the payment then due from the Companyhowever, in the event that other Tax Allocation District #8 projects are also entitled to scheduled funding in the same manner as provided in Section 2.05 with respect to Revolving Credit Loans made by such Lender (and Section 2.05 shall apply, mutatis mutandis, to the payment obligations of the Revolving Credit Lenders)year, and the Administrative Agent funds are inadequate to make all scheduled payments after the deduction of administrative expenses, then each project shall promptly pay receive its proportionate share based on the amount its scheduled payment due that year bears to the respective Issuing Lender total amount of scheduled payments due that year for all projects. For any year in which the amounts so received by it from Tax Allocation District #8 Fund is insufficient to make the Revolving Credit Lenders. Promptly following receipt by the Administrative Agent of any full annual payment from the Company pursuant to this paragraphdue Developer, the Administrative Agent a shortfall shall distribute such payment accrue to the respective Issuing Lender or, to Developer in the extent that amount of the Revolving Credit Lenders have made payments pursuant to this paragraph to reimburse such Issuing Lenderdeficiency (“Accrued Shortfall.)”. (b) If an Accrued Shortfall exists at the conclusion of the nineteen (19) year schedule set forth in Exhibit F, then Developer will be allowed to such Lenders and such Issuing Lender recoup up to $577,949.00 of the Accrued Shortfall each year for up to six (6) additional years until the shortfall is satisfied. Developer will submit an annual invoice claiming the outstanding Accrued Shortfall until the Accrued Shortfall is satisfied or the expiration of six (6) years whichever occurs first. Each annual invoice to recoup an Accrued Shortfall will be treated on the same proportionate basis as their interests may appear. Any payment made by a Revolving Credit Lender pursuant to this paragraph to reimburse an Issuing Lender for any LC Disbursement shall not constitute a Loan and shall not relieve the Company of its obligation to reimburse such LC Disbursementall scheduled project payments due in that particular year.

Reimbursement. If an Issuing Lender Bank shall make any LC Disbursement in respect of a Letter of Credit, the Company Borrower shall reimburse such Issuing Lender in respect of such LC Disbursement by paying to the Issuing Bank through the Administrative Agent Agent, with notice of such payment given to the Issuing Bank, an amount equal to such LC Disbursement not later than 12:00 noon2:00 p.m., New York City time, on (i) the Business Day date that such LC Disbursement is made, if the Company receives Borrower shall have received notice of such LC Disbursement, if such notice is received Disbursement prior to 10:00 a.m.12:00 noon., New York City time, or (ii) on such date, or, if such notice has not been received by the Borrower prior to such time on such date, then not later than 2:00 p.m., New York City time, on the Business Day immediately following the day that the Company Borrower receives such notice, if such notice is not received prior to such time, ; provided that, if such LC Disbursement is not less than $500,000the Borrowing Minimum, the Company Borrower may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.03 that such payment be financed with a Base Rate an ABR Revolving Credit Loan Borrowing in an equivalent amount and, to the extent so financed, the CompanyBorrower’s obligation to make such payment shall be discharged and replaced by the resulting Base Rate ABR Revolving Credit Loan Borrowing. If the Company Borrower fails to make such payment when due, the Administrative Agent shall notify each Revolving Credit Lender of the applicable LC Disbursement, the payment then due from the Company Borrower in respect thereof and such Revolving Credit Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Revolving Credit Lender shall pay to the Administrative Agent in dollars its Applicable Percentage of the payment then due from the CompanyBorrower, and in the same manner as provided in Section 2.05 2.06 with respect to Revolving Credit Loans made by such Lender (and Section 2.05 2.06 shall apply, mutatis mutandis, to the payment obligations of the Revolving Credit LendersLenders pursuant to this paragraph), and the Administrative Agent shall promptly pay remit to the respective applicable Issuing Lender Bank the amounts so received by it from the Revolving Credit Lenders. Promptly following receipt by the Administrative Agent of any payment from or on behalf of the Company Borrower pursuant to this paragraph, the Administrative Agent shall distribute such payment to the respective applicable Issuing Lender Bank or, to the extent that the Revolving Credit Lenders have made payments pursuant to this paragraph to reimburse such Issuing LenderBank, then to such Revolving Lenders and such Issuing Lender Bank as their interests may appear. Any payment made by a Revolving Credit Lender pursuant to this paragraph to reimburse an any Issuing Lender Bank for any LC Disbursement (other than the funding of ABR Revolving Loans as contemplated above) shall not constitute a Loan and shall not relieve the Company Borrower of its obligation to reimburse such LC Disbursement.

Reimbursement. If an the Issuing Lender Bank shall make any LC Disbursement in respect of a Letter of Credit, the Company Borrowers shall reimburse such Issuing Lender in respect of such LC Disbursement by paying to the Administrative Agent an amount equal to such LC Disbursement not later than 12:00 noon, New York City time, on (a) (i) the Business Day that the Company Borrower Representative receives notice of such LC Disbursement, if such notice is received prior to 10:00 a.m., New York City time, on the day of receipt, or (ii) the Business Day immediately following the day that the Company Borrower Representative receives such notice, if such notice is not received prior to such time, after 10:00 a.m. New York time on the day of receipt; provided that, if such LC Disbursement is not less than $500,000, that the Company Borrowers may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.03 or 2.05 that such payment be financed with a Base Rate Revolving Credit an ABR Borrowing or Swingline Loan Borrowing in an equivalent amount and, to the extent so financed, the Company’s Borrowers’ obligation to make such payment shall be discharged and replaced by the resulting Base Rate Revolving Credit Loan BorrowingABR Borrowing or Swingline Loan. If the Company fails Borrowers fail to make such payment when due, the Administrative Agent shall notify each Revolving Credit Lender of the applicable LC Disbursement, the payment then due from the Company Borrowers in respect thereof and such Revolving Credit Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Revolving Credit Lender shall pay to the Administrative Agent its Applicable Percentage of the payment then due from the CompanyBorrowers, in the same manner as provided in Section 2.05 2.07 with respect to Revolving Credit Loans made by such Lender (and Section 2.05 2.07 shall apply, mutatis mutandis, to the payment obligations of the Revolving Credit Lenders), and the Administrative Agent shall promptly pay to the respective Issuing Lender Bank the amounts so received by it from the Revolving Credit Lenders. Promptly following receipt by the Administrative Agent of any payment from the Company Borrowers pursuant to this paragraph, the Administrative Agent shall distribute such payment to the respective Issuing Lender Bank or, to the extent that the Revolving Credit Lenders have made payments pursuant to this paragraph to reimburse such the Issuing LenderBank, then to such Lenders and such the Issuing Lender Bank as their interests may appear. Any payment made by a Revolving Credit Lender pursuant to this paragraph to reimburse an the Issuing Lender Bank for any LC Disbursement (other than the funding of ABR Revolving Loans or a Swingline Loan as contemplated above) shall not constitute a Loan and shall not relieve the Company Borrowers of its their obligation to reimburse such LC Disbursement.

Reimbursement. If an Issuing Lender Bank shall make any LC Disbursement in respect of a Letter of Credit, the Company Borrower shall reimburse such Issuing Lender in respect of such LC Disbursement by paying to the Administrative Agent an amount (in the applicable currency) equal to such LC Disbursement not later than 12:00 p.m. (noon), New York City time, on (i) the Business Day that the Company receives notice of such LC Disbursement, if such notice is received prior to 10:00 a.m., New York City time, or (ii) the Business Day immediately following the day that the Company Borrower receives such notice, if such notice is not received prior to such timetime on the day of receipt; provided, provided that, if such LC Disbursement is not less than $500,000, the Company Borrower may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.03 or 2.04 that such payment be financed with a Base Rate Revolving Credit an ABR Borrowing or Swingline Loan Borrowing in an equivalent amount equal to such payment and, to the extent so financed, the CompanyBorrower’s obligation to make such payment shall be discharged and replaced by the resulting Base Rate Revolving Credit Loan BorrowingABR Borrowing or Swingline Loan. If the Company Borrower fails to make such payment when due, the Administrative Agent shall notify each Revolving Credit Lender of the applicable LC Disbursement, the payment then due from the Company Borrower in respect thereof and such Revolving Credit Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Revolving Credit Lender shall pay to the Administrative Agent its Applicable Percentage of the payment then due from the Company, Borrower in the same manner as provided in Section 2.05 2.07 with respect to Revolving Credit Loans made by such Lender (and Section 2.05 2.07 shall apply, mutatis mutandis, to the payment obligations of the Revolving Credit Lenders), and the Administrative Agent shall promptly pay to the respective applicable Issuing Lender Bank the amounts so received by it from the Revolving Credit Lenders. Promptly following receipt by the Administrative Agent of any payment from the Company Borrower pursuant to this paragraph, the Administrative Agent shall distribute such payment to the respective applicable Issuing Lender Bank or, to the extent that the Revolving Credit Lenders have made payments pursuant to this paragraph to reimburse such Issuing LenderBank, then to such Lenders and such Issuing Lender Bank as their interests may appear. Any payment made by a Revolving Credit Lender pursuant to this paragraph to reimburse an any Issuing Lender Bank for any LC Disbursement (other than the funding of ABR Loans or a Swingline Loan as contemplated above) shall not constitute a Loan and shall not relieve the Company Borrower of its obligation to reimburse such LC Disbursement.

Reimbursement. If an the Issuing Lender shall make Bank makes any LC Disbursement payment in respect of a any Letter of Credit, the Company Borrowers shall reimburse such Issuing Lender in respect of such LC Disbursement payment by paying to the Administrative Agent Issuing Bank an amount equal to such LC Disbursement amount paid by the Issuing Bank under any Letter of Credit not later than 12:00 noon1:00 p.m. (New York, New York City time, ) on (i) the Business Day that the Company Borrower Representative receives a notice of such LC Disbursementpayment by the Issuing Bank in respect of any Letter of Credit, if such notice is received prior to 10:00 a.m.11:00 a.m. (New York, New York City time), on the day of receipt, or (ii) the Business Day immediately following the day that the Company Borrower Representative receives a notice of such noticepayment by the Issuing Bank in respect of any Letter of Credit, if such notice is not received prior to such timetime on the day of receipt; provided, provided that, if with respect to any such LC Disbursement is not less than $500,000payment owing by the Borrowers prior to the Revolving Commitment Termination Date, the Company Borrowers may, subject to the conditions to borrowing a Revolving Advance set forth hereinherein request, request in accordance with Section 2.03 2.02, request that such payment be financed with a Base Rate Revolving Credit Loan Borrowing Advance in an equivalent amount and, to the extent so financed, the Company’s Borrowers’ obligation to make such payment shall be discharged and replaced by the resulting Base Rate Revolving Advance. In the event the Issuing Bank makes a payment pursuant to a request for draw presented under a Letter of Credit Loan Borrowing. If and such payment is not promptly reimbursed by the Company fails Borrowers as set forth above, the Issuing Bank shall give the Administrative Agent notice of the Borrowers’ failure to make such payment when due, the Administrative Agent shall notify each Revolving Credit Lender of the applicable LC Disbursement, the payment then due from the Company in respect thereof and such Revolving Credit Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Revolving Credit Lender shall pay to the Administrative Agent its Applicable Percentage of the payment then due from the Company, in the same manner as provided in Section 2.05 with respect to Revolving Credit Loans made by such Lender (and Section 2.05 shall apply, mutatis mutandis, to the payment obligations of the Revolving Credit Lenders), reimbursement and the Administrative Agent shall promptly pay notify each Lender of the amount necessary to reimburse the Issuing Bank. Upon such notice from the Administrative Agent, each Lender shall promptly reimburse the Issuing Bank for such Lender’s Pro Rata Share of such amount, and such reimbursement shall be deemed for all purposes of this Agreement to be a Revolving Advance to the respective Borrowers transferred at the Borrower Representative’s request to the Issuing Bank. If such reimbursement is not made by any Lender to the amounts so received by it from Issuing Bank on the Revolving Credit Lenders. Promptly following receipt same day on which the Administrative Agent notifies such Lender to make reimbursement to the Issuing Bank hereunder, such Lender shall pay interest on its Pro Rata Share thereof to the Issuing Bank at a rate per annum equal to a rate determined by the Administrative Agent of any payment from the Company pursuant to this paragraphin accordance with banking industry rules on interbank compensation. Each Borrower hereby unconditionally and irrevocably authorizes, empowers, and directs the Administrative Agent shall distribute and the Lenders to record and otherwise treat such payment reimbursements to the respective Issuing Lender or, Bank as Base Rate Advances under a Borrowing requested by the Borrowers to reimburse the Issuing Bank which have been transferred to the extent that Issuing Bank at the Revolving Credit Lenders have made payments pursuant to this paragraph to reimburse such Issuing Lender, then to such Lenders and such Issuing Lender as their interests may appear. Any payment made by a Revolving Credit Lender pursuant to this paragraph to reimburse an Issuing Lender for any LC Disbursement shall not constitute a Loan and shall not relieve the Company of its obligation to reimburse such LC DisbursementBorrowers’ request.

Reimbursement. If an the Issuing Lender Bank shall make any LC Disbursement in respect of a Letter of Credit, the Company Borrowers shall reimburse such Issuing Lender in respect of such LC Disbursement by paying to the Administrative Agent Issuing Bank an amount equal to such LC Disbursement not later than 12:00 noon2:00 p.m., New York City time, on (i) the Business Day date that the Company receives such LC Disbursement is made, if Borrowers shall have received notice of such LC Disbursement, if such notice is received Disbursement prior to 10:00 11:00 a.m., New York City time, on such date, or (ii) the Business Day immediately following the day that the Company receives Borrowers receive such notice, if such notice is not received prior to such 11:00 a.m., New York City time, ; provided that, if such LC Disbursement is not less than $500,000, the Company that Borrowers may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.03 or 2.16 that such payment be financed with a Base Rate an ABR Revolving Credit Borrowing or Swingline Loan Borrowing in an equivalent amount and, to the extent so financed, the Company’s Borrowers’ obligation to make such payment shall be discharged and replaced by the resulting Base Rate ABR Revolving Credit Loan BorrowingBorrowing or Swingline Loan. If the Company fails Borrowers fail to make such payment when due, the Issuing Bank shall notify the Administrative Agent and the Administrative Agent shall notify each Revolving Credit Lender of the applicable LC Disbursement, the payment then due from the Company Borrowers in respect thereof and such Revolving Credit Lender’s Applicable Pro Rata Percentage thereof. Promptly following receipt of such notice, each Revolving Credit Lender shall pay to the Administrative Agent its Applicable Pro Rata Percentage of the payment then due from the Company, unreimbursed LC Disbursement in the same manner as provided in Section 2.05 2.02(f) with respect to Revolving Credit Loans made by such Lender (and Section 2.05 shall apply, mutatis mutandis, to the payment obligations of the Revolving Credit Lenders)Lender, and the Administrative Agent shall promptly pay to the respective Issuing Lender Bank the amounts so received by it from the Revolving Credit Lenders. Promptly following receipt by the Administrative Agent of any payment from the Company Borrowers pursuant to this paragraph, the Administrative Agent shall distribute such payment to the respective Issuing Lender orshall, to the extent that the Revolving Credit Lenders have made payments pursuant to this paragraph to reimburse the Issuing Bank, distribute such Issuing Lender, then payment to such Lenders and such the Issuing Lender Bank as their interests may appear. Any payment made by a Revolving Credit Lender pursuant to this paragraph to reimburse an the Issuing Lender Bank for any LC Disbursement (other than the funding of ABR Revolving Loans or a Swingline Loan as contemplated above) shall not constitute a Loan and shall not relieve the Company Borrowers of its their obligation to reimburse such LC Disbursement.

Reimbursement. If an Issuing Lender Bank shall make any LC Disbursement in respect of a Letter of Credit, the Company Borrower shall reimburse such Issuing Lender in respect of such LC Disbursement by paying to the Administrative Agent in Dollars an amount equal to such LC Disbursement not later than 12:00 noon, New York City time, on (i) the Business Day that the Company Borrower receives notice of such LC Disbursementnotice, if such notice is received prior to 10:00 a.m., New York City time, 11:00 a.m. on the day of receipt or (ii) the Business Day immediately following the day that the Company Borrower receives such notice, if such notice is not received prior to such time, time on the day of receipt; provided that, if such LC Disbursement is not less than $500,000that unless the Borrower elects otherwise, the Company mayBorrower shall be deemed, subject to the conditions to borrowing set forth herein, request to have requested in accordance with Section 2.03 or 2.05 that such payment be financed with a Base Rate an ABR Revolving Credit Borrowing or, if such amount is less than $1,000,000, Swingline Loan Borrowing in an equivalent amount of such LC Disbursement and, to the extent so financed, the CompanyBorrower’s obligation to make such payment shall be discharged and replaced by the resulting Base Rate ABR Revolving Credit Loan BorrowingBorrowing or Swingline Loan. If the Company Borrower fails to make such payment when due, the Administrative Agent shall notify each Revolving Credit Lender of the applicable LC Disbursement, the payment then due from the Company Borrower in respect thereof and such Revolving Credit Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Revolving Credit Lender shall pay to the Administrative Agent its Applicable Percentage of the payment then due from the CompanyBorrower, in the same manner as provided in Section 2.05 2.06 with respect to Revolving Credit Loans made by such Revolving Lender (and Section 2.05 2.06 shall apply, mutatis mutandis, to the payment obligations of the Revolving Credit Lenders), and the Administrative Agent shall promptly pay to the respective relevant Issuing Lender Bank the amounts so received by it from the Revolving Credit Lenders. Promptly following receipt by the Administrative Agent of any payment from the Company Borrower pursuant to this paragraph, the Administrative Agent shall distribute such payment to the respective relevant Issuing Lender Bank or, to the extent that the Revolving Credit Lenders have made payments pursuant to this paragraph to reimburse such Issuing LenderBank, then to such Lenders and such Issuing Lender Bank as their interests may appear. Any payment made by a Revolving Credit Lender pursuant to this paragraph to reimburse an Issuing Lender Bank for any LC Disbursement (other than the funding of ABR Revolving Loans or a Swingline Loan as contemplated above) shall not constitute a Loan and shall not relieve the Company Borrower of its obligation to reimburse such LC Disbursement.

Reimbursement. If an the Issuing Lender Bank shall make any LC Disbursement in respect of a Letter of Credit, the Company Borrower shall reimburse such Issuing Lender in respect of such LC Disbursement by paying to the Administrative Agent an amount equal to such LC Disbursement not later than 12:00 (noon), New York City time, on (i) the Business Day that the Company Borrower receives notice of such LC Disbursement, if such notice is received prior to 10:00 a.m., New York City time, on the day of receipt, or (ii) the Business Day immediately following the day that the Company Borrower receives such notice, if such notice is not received prior to such time, time on the day of receipt; provided that, that ,if such LC Disbursement is not less than $500,0001,000,000, the Company Borrower may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.03 that such payment be financed with a Base Rate an ABR Revolving Credit Loan Borrowing in an equivalent amount and, to the extent so financed, the Company’s Borrower's obligation to make such payment shall be discharged and replaced by the resulting Base Rate ABR Revolving Credit Loan Borrowing. If the Company Borrower fails to make such payment when due, the Administrative Agent shall notify each Revolving Credit Lender Bank of the applicable LC Disbursement, the payment then due from the Company Borrower in respect thereof and such Revolving Credit Lender’s Bank's Applicable Percentage thereof. Promptly following receipt of such notice, each Revolving Credit Lender Bank shall pay to the Administrative Agent its Applicable Percentage of the payment then due from the CompanyBorrower, in the same manner as provided in Section 2.05 2.02 with respect to Revolving Credit Loans made by such Lender Bank (and Section 2.05 2.02 shall apply, mutatis mutandis, to the payment obligations of the Revolving Credit LendersBanks), and the Administrative Agent shall promptly pay to the respective Issuing Lender Bank the amounts so received by it from the Revolving Credit LendersBanks. Promptly following receipt by the Administrative Agent of any payment from the Company Borrower pursuant to this paragraph, the Administrative Agent shall distribute such payment to the respective Issuing Lender Bank or, to the extent that the Revolving Credit Lenders Banks have made payments pursuant to this paragraph to reimburse such the Issuing LenderBank, then to such Lenders Banks and such the Issuing Lender Bank as their interests may appear. Any payment made by a Revolving Credit Lender Bank pursuant to this paragraph to reimburse an the Issuing Lender Bank for any LC Disbursement (other than the funding of ABR Revolving Loans as contemplated above) shall not constitute a Loan and shall not relieve the Company Borrower of its obligation to reimburse such LC Disbursement.

Reimbursement. If an the Issuing Lender Bank shall make any LC Disbursement in respect of a Letter of Credit, the Company Borrower shall reimburse such Issuing Lender in respect of such LC Disbursement by paying to the Administrative Agent an amount equal to such LC Disbursement not later than 12:00 noon, New York City time, on (i) the Business Day that the Company Borrower receives notice of such LC Disbursement, if such notice is received prior to 10:00 a.m., New York City time, on the day of receipt, or (ii) the Business Day immediately following the day that the Company Borrower receives such notice, if such notice is not received prior to such after 10:00 a.m., New York time, on the day of receipt; provided that, if such LC Disbursement is not less than $500,000, the Company Borrower may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.03 or 2.05 that such payment be financed with a Base Rate an ABR Revolving Credit Borrowing or Swingline Loan Borrowing in an equivalent amount and, to the extent so financed, the CompanyBorrower’s obligation to make such payment shall be discharged and replaced by the resulting Base Rate ABR Revolving Credit Loan BorrowingBorrowing or Swingline Loan. If the Company Borrower fails to make or otherwise discharge such payment when due, the Administrative Agent shall notify each Revolving Credit Lender of the applicable LC Disbursement, the payment then due from the Company Borrower in respect thereof thereof, and such Revolving Credit Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Revolving Credit Lender shall pay to the Administrative Agent its Applicable Percentage of the payment then due from the CompanyBorrower, in the same manner as provided in Section 2.05 2.07 with respect to Revolving Credit Loans made by such Lender (and Section 2.05 2.07 shall apply, mutatis mutandis, to the payment obligations of the Revolving Credit Lenders), and the Administrative Agent shall promptly pay to the respective Issuing Lender Bank the amounts so received by it from the Revolving Credit Lenders. Promptly following receipt by the Administrative Agent of any payment from the Company Borrower pursuant to this paragraph, the Administrative Agent shall distribute such payment to the respective Issuing Lender Bank or, to the extent that the Revolving Credit Lenders have made payments pursuant to this paragraph to reimburse such the Issuing LenderBank, then to such Lenders and such the Issuing Lender Bank, as their interests may appear. Any payment made by a Revolving Credit Lender pursuant to this paragraph to reimburse an the Issuing Lender Bank for any LC Disbursement (other than the funding of ABR Revolving Loans or a Swingline Loan as contemplated above) shall not constitute a Loan and shall not relieve the Company Borrower of its obligation to reimburse such LC Disbursement.

Reimbursement. If an the Issuing Lender Bank shall make any LC Disbursement in respect of a Letter of Credit, the Company Borrowers shall reimburse such Issuing Lender in respect of such LC Disbursement by paying to the Administrative Agent an amount equal to such LC Disbursement not later than 12:00 noon11:00 a.m., New York City Chicago time, on (i) the Business Day that the Company Borrower Representative receives notice of such LC Disbursement, if such notice is received prior to 10:00 9:00 a.m., New York City Chicago time, on the day of receipt, or (ii) the Business Day immediately following the day that the Company Borrower Representative receives such notice, if such notice is not received prior to such after 9:00 a.m., Chicago time, on the day of receipt; provided that, if such LC Disbursement is not less than $500,000, that the Company Borrowers may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.03 that such payment be financed with a Base Rate an ABR Revolving Credit Loan Borrowing in an equivalent amount and, to the extent so financed, the Company’s Borrowers’ obligation to make such payment shall be discharged and replaced by the resulting Base Rate ABR Revolving Credit Loan Borrowing. If the Company fails Borrowers fail to make such payment when due, the Administrative Agent shall notify each Revolving Credit Lender of the applicable LC Disbursement, the payment then due from the Company Borrowers in respect thereof thereof, and such Revolving Credit Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Revolving Credit Lender shall pay to the Administrative Agent its Applicable Percentage of the payment then due from the CompanyBorrowers, in the same manner as provided in Section 2.05 2.07 with respect to Revolving Credit Loans made by such Lender (and Section 2.05 2.07 shall apply, mutatis mutandis, to the payment obligations of the Revolving Credit Lenders), and the Administrative Agent shall promptly pay to the respective Issuing Lender Bank the amounts so received by it from the Revolving Credit Lenders. Promptly following receipt by the Administrative Agent of any payment from the Company Borrowers pursuant to this paragraph, the Administrative Agent shall distribute such payment to the respective Issuing Lender Bank or, to the extent that the Revolving Credit Lenders have made payments pursuant to this paragraph to reimburse such the Issuing LenderBank, then to such Lenders and such the Issuing Lender Bank, as their interests may appear. Any payment made by a Revolving Credit Lender pursuant to this paragraph to reimburse an the Issuing Lender Bank for any LC Disbursement (other than the funding of ABR Revolving Loans as contemplated above) shall not constitute a Loan and shall not relieve the Company Borrowers of its their obligation to reimburse such LC Disbursement.

Reimbursement. If an the Issuing Lender Bank shall make any LC Disbursement in respect of a Letter of Credit, the Company Borrower shall reimburse such Issuing Lender in respect of such LC Disbursement by paying to the Administrative Agent an amount equal to such LC Disbursement not later than 12:00 noon11:00 a.m., New York City time, on (i) the Business Day that the Company Borrower receives notice of such LC Disbursement, if such notice is received prior to 10:00 9:00 a.m., New York City time, on the day of receipt, or (ii) the Business Day immediately following the day that the Company Borrower receives such notice, if such notice is not received prior to such after 9:00 a.m., New York City time, on the day of receipt; provided that, if such LC Disbursement is not less greater than or equal to $500,0001,000,000, the Company Borrower may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.03 that such payment be financed with a Base Rate Revolving Credit Loan an ABR Borrowing in an equivalent amount and, to the extent so financed, the CompanyBorrower’s obligation to make such payment shall be discharged and replaced by the resulting Base Rate Revolving Credit Loan ABR Borrowing. If the Company Borrower fails to make such payment when due, the Administrative Agent shall notify each Revolving Credit Lender of the applicable LC Disbursement, the payment then due from the Company Borrower in respect thereof thereof, and such Revolving Credit Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Revolving Credit Lender shall pay to the Administrative Agent its Applicable Percentage of the payment then due from the CompanyBorrower, in the same manner as provided in Section 2.05 2.07 with respect to Revolving Credit Loans made by such Lender (and Section 2.05 2.07 shall apply, mutatis mutandis, to the payment obligations of the Revolving Credit Lenders), and the Administrative Agent shall promptly pay to the respective Issuing Lender Bank the amounts so received by it from the Revolving Credit Lenders. Promptly following receipt by the Administrative Agent of any payment from the Company Borrower pursuant to this paragraph, the Administrative Agent shall distribute such payment to the respective Issuing Lender Bank or, to the extent that the Revolving Credit Lenders have made payments pursuant to this paragraph to reimburse such the Issuing LenderBank, then to such Lenders and such the Issuing Lender Bank, as their interests may appear. Any payment made by a Revolving Credit Lender pursuant to this paragraph to reimburse an the Issuing Lender Bank for any LC Disbursement (other than the funding of ABR Loans as contemplated above) shall not constitute a Loan and shall not relieve the Company Borrower of its obligation to reimburse such LC Disbursement.

Reimbursement. If an Issuing Lender Bank shall make any LC Disbursement in respect of a Letter of Credit, the Company Borrower shall reimburse such Issuing Lender in respect of such LC Disbursement by paying to the Administrative Agent in Dollars an amount equal to such LC Disbursement not later than 12:00 noon, New York City time, on (i) the Business Day that the Company Borrower receives notice of such LC Disbursementnotice, if such notice is received prior to 10:00 a.m., New York City timeLocal Time, on the day of receipt or (ii) the Business Day immediately following the day that the Company Borrower receives such notice, if such notice is not received prior to such time, time on the day of receipt; provided that, if such LC Disbursement is not less than $500,000that unless the Borrower elects otherwise, the Company mayBorrower shall be deemed, subject to the conditions to borrowing set forth herein, request to have requested in accordance with Section 2.03 or 2.05 that such payment be financed with a Base Rate an ABR Revolving Credit Borrowing or, if such amount is less than $1,000,000, Swingline Loan Borrowing in an equivalent amount of such LC Disbursement and, to the extent so financed, the CompanyBorrower’s obligation to make such payment shall be discharged and replaced by the resulting Base Rate ABR Revolving Credit Loan BorrowingBorrowing or Swingline Loan. If the Company Borrower fails to make such payment when due, the Administrative Agent shall notify each Revolving Credit Lender of the applicable LC Disbursement, the payment then due from the Company Borrower in respect thereof and such Revolving Credit Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Revolving Credit Lender shall pay to the Administrative Agent its Applicable Percentage of the payment then due from the CompanyBorrower, in the same manner as provided in Section 2.05 2.06 with respect to Revolving Credit Loans made by such Revolving Lender (and Section 2.05 2.06 shall apply, mutatis mutandis, to the payment obligations of the Revolving Credit Lenders), and the Administrative Agent shall promptly pay to the respective relevant Issuing Lender Bank the amounts so received by it from the Revolving Credit Lenders. Promptly following receipt by the Administrative Agent of any payment from the Company Borrower pursuant to this paragraph, the Administrative Agent shall distribute such payment to the respective relevant Issuing Lender Bank or, to the extent that the Revolving Credit Lenders have made payments pursuant to this paragraph to reimburse such Issuing LenderBank, then to such Lenders and such Issuing Lender Bank as their interests may appear. Any payment made by a Revolving Credit Lender pursuant to this paragraph to reimburse an Issuing Lender Bank for any LC Disbursement (other than the funding of ABR Revolving Loans or a Swingline Loan as contemplated above) shall not constitute a Loan and shall not relieve the Company Borrower of its obligation to reimburse such LC Disbursement.

Reimbursement. If an the applicable Issuing Lender Bank shall make any LC Disbursement in respect of a Letter of Credit, the Company Borrowers shall reimburse such Issuing Lender in respect of such LC Disbursement by paying to the Administrative Agent an amount equal to such LC Disbursement not later than 12:00 noon, New York City time, on (i) the Business Day that the Company receives notice of such LC Disbursement, if such notice is received prior to 10:00 a.m., New York City time, or (ii) the Business Day immediately following the day that date the Company Borrower Agent receives such notice, if such notice is not received prior to such time, provided that, if of such LC Disbursement is not less than $500,000, under paragraph (g) of this Section 2.06; provided that the Company Borrower Agent may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.03 or 2.05 that such payment be financed with a Base Rate an ABR Revolving Credit Borrowing or Swingline Loan Borrowing in an equivalent amount and, to the extent so financed, the Company’s Borrowers’ obligation to make such payment shall be discharged and replaced by the resulting Base Rate ABR Revolving Credit Loan BorrowingBorrowing or Swingline Loan. If the Company fails Borrowers fail to make such payment when due, the Administrative Agent shall notify each Revolving Credit Lender of the applicable LC Disbursement, the payment then due from the Company Borrowers in respect thereof and such Revolving Credit Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Revolving Credit Lender shall pay to the Administrative Agent its Applicable Percentage of the payment then due from the CompanyBorrowers, in the same manner as provided in Section 2.05 2.07 with respect to Revolving Credit Loans made by such Lender (and Section 2.05 2.07 shall apply, mutatis mutandis, to the payment obligations of the Revolving Credit Lenders), and the Administrative Agent shall promptly pay to the respective applicable Issuing Lender Bank the amounts so received by it from the Revolving Credit Lenders. Promptly following receipt by the Administrative Agent of any payment from the Company Borrowers pursuant to this paragraph, the Administrative Agent shall distribute such payment to the respective applicable Issuing Lender Bank or, to the extent that the Revolving Credit Lenders have made payments pursuant to this paragraph to reimburse such Issuing LenderBank, then to such Lenders and such Issuing Lender Bank as their interests may appear. Any payment made by a Revolving Credit Lender pursuant to this paragraph to reimburse an Issuing Lender for any LC Disbursement shall not constitute a Loan and shall not relieve the Company of its obligation to reimburse such LC Disbursement.

Reimbursement. If an the Issuing Lender Bank shall make any LC Disbursement in respect of a Letter of Credit, the Company Borrower shall reimburse such Issuing Lender in respect of such LC Disbursement by paying to the Administrative Agent an amount equal to such LC Disbursement not later than 12:00 noon11:00 a.m., New York City central time, on (i) the Business Day that the Company Borrower receives notice of such LC Disbursement, if such notice is received prior to 10:00 9:00 a.m., New York City central time, on the day of receipt, or (ii) the Business Day immediately following the day that the Company Borrower receives such notice, if such notice is not received prior to such after 9:00 a.m., central time, on the day of receipt; provided that, if such LC Disbursement is not less than $500,000, that the Company Borrower may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.03 or 2.04 that such payment be financed with a Base Rate an ABR Revolving Credit Borrowing or Swingline Loan Borrowing in an equivalent amount and, to the extent so financed, the CompanyBorrower’s obligation to make such payment shall be discharged and replaced by the resulting Base Rate ABR Revolving Credit Loan BorrowingBorrowing or Swingline Loan. If the Company Borrower fails to make such payment when due, the Administrative Agent shall notify each Revolving Credit Lender of the applicable LC Disbursement, the payment then due from the Company Borrower in respect thereof thereof, and such Revolving Credit Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Revolving Credit Lender shall pay to the Administrative Agent its Applicable Percentage of the payment then due from the CompanyBorrower, in the same manner as provided in Section 2.05 2.06 with respect to Revolving Credit Loans made by such Lender (and Section 2.05 2.06 shall apply, mutatis mutandis, to the payment obligations of the Revolving Credit Lenders), and the Administrative Agent shall promptly pay to the respective Issuing Lender Bank the amounts so received by it from the Revolving Credit Lenders. Promptly following receipt by the Administrative Agent of any payment from the Company Borrower pursuant to this paragraph, the Administrative Agent shall distribute such payment to the respective Issuing Lender Bank or, to the extent that the Revolving Credit Lenders have made payments pursuant to this paragraph to reimburse such the Issuing LenderBank, then to such Lenders and such the Issuing Lender Bank, as their interests may appear. Any payment made by a Revolving Credit Lender pursuant to this paragraph to reimburse an the Issuing Lender Bank for any LC Disbursement (other than the funding of ABR Revolving Loans or a Swingline Loan as contemplated above) shall not constitute a Loan and shall not relieve the Company Borrower of its obligation to reimburse such LC Disbursement.

Reimbursement. If an the Issuing Lender Bank shall make any LC Disbursement in respect of a Letter of Credit, the Company Borrower shall reimburse such Issuing Lender in respect of such LC Disbursement by paying to the Administrative Agent an amount equal to such LC Disbursement not later than 12:00 noon, New York City time, on (i) the Business Day that the Company Borrower receives notice of such LC Disbursement, if such notice is received prior to 10:00 a.m., New York City time, on the day of receipt, or (ii) the Business Day immediately following the day that the Company Borrower receives such notice, if such notice is not received prior to such time, time on the day of receipt; provided that, if such LC Disbursement is not less than $500,0001,000,000, the Company Borrower may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.03 that such payment be financed with a Base Rate Revolving Credit Loan an ABR Borrowing in an equivalent amount and, to the extent so financed, the Company’s Borrower's obligation to make such payment shall be discharged and replaced by the resulting Base Rate Revolving Credit Loan ABR Borrowing. If the Company Borrower fails to make such payment when due, the Administrative Agent shall notify each Revolving Credit Lender Bank of the applicable LC Disbursement, the payment then due from the Company Borrower in respect thereof and such Revolving Credit Lender’s Applicable Percentage Bank's Pro Rata Share thereof. Promptly following receipt of such notice, each Revolving Credit Lender Bank shall pay to the Administrative Agent its Applicable Percentage Pro Rata Share of the payment then due from the CompanyBorrower, in the same manner as provided in Section 2.05 2.02 with respect to Revolving Credit Loans made by such Lender Bank (and Section 2.05 2.02 shall apply, mutatis mutandis, to the payment obligations of the Revolving Credit LendersBanks), and the Administrative Agent shall promptly pay to the respective Issuing Lender Bank the amounts so received by it from the Revolving Credit LendersBanks. Promptly following receipt by the Administrative Agent of any payment from the Company Borrower pursuant to this paragraph, the Administrative Agent shall distribute such payment to the respective Issuing Lender Bank or, to the extent that the Revolving Credit Lenders Banks have made payments pursuant to this paragraph to reimburse such the Issuing LenderBank, then to such Lenders Banks and such the Issuing Lender Bank as their interests may appear. Any payment made by a Revolving Credit Lender Bank pursuant to this paragraph to reimburse an the Issuing Lender Bank for any LC Disbursement (other than the funding of ABR Loans as contemplated above) shall not constitute a Loan and shall not relieve the Company Borrower of its obligation to reimburse such LC Disbursement.

Reimbursement. If an Issuing Lender Bank shall make any LC Disbursement in respect of a Letter of Credit, the Company Borrower shall reimburse such Issuing Lender in respect of such LC Disbursement by paying to the Administrative Agent an amount equal to such LC Disbursement not later than 12:00 p.m. (noon), New York City time, on (i) the Business Day that the Company receives notice of such LC Disbursement, if such notice is received prior to 10:00 a.m., New York City time, or (ii) the Business Day immediately following the day that the Company Borrower receives such notice; provided, if such notice is not received prior to such time, provided that, if such LC Disbursement is not less than $500,000, the Company Borrower may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.03 or 2.04 that such payment be financed with a Base Rate Revolving Credit an ABR Borrowing or Swingline Loan Borrowing in an equivalent amount and, to the extent so financed, the CompanyBorrower’s obligation to make such payment shall be discharged and replaced by the resulting Base Rate Revolving Credit Loan BorrowingABR Borrowing or Swingline Loan. If the Company Borrower fails to make such payment when due, the Administrative Agent shall notify each Revolving Credit Lender of the applicable LC Disbursement, the payment then due from the Company Borrower in respect thereof and such Revolving Credit Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Revolving Credit Lender shall pay to the Administrative Agent its Applicable Percentage of the payment then due from the CompanyBorrower, in the same manner as provided in Section 2.05 2.07 with respect to Revolving Credit Loans made by such Lender (and Section 2.05 2.07 shall apply, mutatis mutandis, to the payment obligations of the Revolving Credit Lenders), and the Administrative Agent shall promptly pay to the respective applicable Issuing Lender Bank the amounts so received by it from the Revolving Credit Lenders. Promptly following receipt by the Administrative Agent of any payment from the Company Borrower pursuant to this paragraph, the Administrative Agent shall distribute such payment to the respective applicable Issuing Lender Bank or, to the extent that the Revolving Credit Lenders have made payments pursuant to this paragraph to reimburse such Issuing LenderBank, then to such Lenders and such Issuing Lender Bank as their interests may appear. Any payment made by a Revolving Credit Lender pursuant to this paragraph to reimburse an any Issuing Lender Bank for any LC Disbursement (other than the funding of ABR Loans or a Swingline Loan as contemplated above) shall not constitute a Loan and shall not relieve the Company Borrower of its obligation to reimburse such LC Disbursement.

Reimbursement. If an the Issuing Lender shall make any LC Disbursement Bank in respect of a Letter of Credit, the Company Credit shall reimburse such Issuing Lender make any L/C Disbursement in respect of such LC Letter of Credit, the Borrowers shall reimburse such L/C Disbursement by paying to the Administrative Agent an amount equal to such LC L/C Disbursement not later than 12:00 noon(i) prior to the close of business, New York City Boston, Massachusetts time, on (i) the Business Day that the Company receives notice of such LC Disbursement, if such notice is received prior to 10:00 a.m., New York City time, or (ii) the Business Day immediately following the day that such L/C Disbursement is made, if the Company receives Borrowers shall have received notice of such noticeL/C Disbursement prior to 11:00 a.m., Boston, Massachusetts time, or (ii) if such notice is has not been received by the Borrowers prior to such 11:00 a.m., Boston, Massachusetts time, provided then prior to the close of business, Boston, Massachusetts time, on the second Business Day immediately following the day the Borrowers receive such notice; PROVIDED that, if such LC L/C Disbursement is not less than $500,0001,000,000, the Company Borrowers may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.03 Requests for Borrowings that such payment be financed with a Base Rate Revolving Credit Loan an ABR Borrowing in an equivalent amount and, to the extent so financed, the Company’s Borrowers' obligation to make such payment shall be discharged and replaced by the resulting Base Rate Revolving Credit Loan BorrowingABR Loan. If the Company fails Borrowers fail to make such payment when due, subject to the obligations of Tranche A-1 Lenders with respect to the Excess Amount, the Administrative Agent shall notify each Revolving Credit Tranche A Lender of the applicable LC L/C Disbursement, the payment then due from the Company Borrowers in respect thereof and such Revolving Credit Tranche A Lender’s 's Tranche A Applicable Percentage thereof. Promptly following receipt of such notice, each Revolving Credit such Tranche A Lender shall pay to the Administrative Agent its Tranche A Applicable Percentage of the payment then due from the CompanyBorrowers, in the same manner as provided in Section 2.05 Funding of Borrowings with respect to Revolving Credit Loans made by such Tranche A Lender (and Section 2.05 Funding of Borrowings shall apply, mutatis mutandisMUTATIS MUTANDIS, to the payment obligations of the Revolving Credit such Tranche A Lenders), and the Administrative Agent shall promptly pay to the respective Issuing Lender Bank the amounts so received by it from the Revolving Credit such Tranche A Lenders. Promptly following receipt by the Administrative Agent of any payment from the Company Borrowers pursuant to this paragraph, the Administrative Agent shall distribute such payment to the respective Issuing Lender Bank or, to the extent that the Revolving Credit Tranche A Lenders have made payments pursuant to this paragraph to reimburse such the Issuing LenderBank, then to such Tranche A Lenders and such the Issuing Lender Bank as their interests may appear. Any payment made by a Revolving Credit Tranche A Lender pursuant to this paragraph to reimburse an the Issuing Lender Bank for any LC L/C Disbursement (other than the funding of ABR Loans as contemplated above) shall not constitute a Loan and shall not relieve the Company Borrowers of its their obligation to reimburse such LC L/C Disbursement.

Reimbursement. If an Issuing Lender Bank shall make any LC Disbursement in respect of a Letter of Credit, the Company Borrowers shall reimburse such Issuing Lender in respect of such LC Disbursement by paying to the Administrative Agent an amount equal to such LC Disbursement not later than 12:00 noon11:00 a.m., New York City Chicago time, on (i) the Business Day that the Company Borrower Representative receives notice of such LC Disbursement, if such notice is received prior to 10:00 9:00 a.m., New York City Chicago time, on the day of receipt, or (ii) the Business Day immediately following the day that the Company Borrower Representative receives such notice, if such notice is not received prior to such after 9:00 a.m. Chicago time, on the day of receipt; provided that, if such LC Disbursement is not less than $500,000, that the Company Borrowers may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.03 or 2.05 that such payment be financed with a Base Rate an ABR Revolving Credit Borrowing or Swingline Loan Borrowing in an equivalent amount and, to the extent so financed, the Company’s Borrowers’ obligation to make such payment shall be discharged and replaced by the resulting Base Rate ABR Revolving Credit Loan BorrowingBorrowing or Swingline Loan, as applicable. If the Company fails Borrowers fail to make such payment when due, the Administrative Agent shall notify each Revolving Credit Lender of the applicable LC Disbursement, the payment then due from the Company Borrowers in respect thereof and such Revolving Credit Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Revolving Credit Lender shall pay to the Administrative Agent its Applicable Percentage of the payment then due from the CompanyBorrowers, in the same manner as provided in Section 2.05 2.07 with respect to Revolving Credit Loans made by such Lender (and Section 2.05 2.07 shall apply, mutatis mutandis, to the payment obligations of the Revolving Credit Lenders), and the Administrative Agent shall promptly pay to the respective Issuing Lender Bank the amounts so received by it from the Revolving Credit Lenders. Promptly following receipt by the Administrative Agent of any payment from the Company Borrowers pursuant to this paragraph, the Administrative Agent shall distribute such payment to the respective Issuing Lender Bank or, to the extent that the Revolving Credit Lenders have made payments pursuant to this paragraph to reimburse such Issuing LenderBank, then to such Lenders and such Issuing Lender Bank, as their interests may appear. Any payment made by a Revolving Credit Lender pursuant to this paragraph to reimburse an Issuing Lender Bank for any LC Disbursement (other than the funding of ABR Revolving Loans or a Swingline Loan as contemplated above) shall not constitute a Loan and shall not relieve the Company Borrowers of its their obligation to reimburse such LC Disbursement.

Reimbursement. If an Issuing Lender Bank shall make any LC Disbursement in respect of a Letter of Credit, the Company Borrower shall reimburse such Issuing Lender in respect of such LC Disbursement by paying to the Administrative Agent an amount equal to such LC Disbursement not later than 12:00 noon2:00 P.M., New York City time, on (i) the Business Day that the Company receives notice of such LC Disbursement, if such notice is received prior to 10:00 a.m., New York City time, or (ii) the Business Day immediately following the day that later of the Company receives such notice, if such notice is not received prior to such time, provided that, if Business Day on which such LC Disbursement is not less than $500,000made and the Business Day the Borrower receives notice thereof; provided that, unless the Borrower has notified the relevant Issuing Bank and Administrative Agent that it will, and does, reimburse such LC Disbursement by the required date and time, the Company mayBorrower shall, subject to the conditions to borrowing Borrowing set forth herein, be deemed to have requested, and the Borrower does hereby request in accordance with Section 2.03 under such circumstances, that such payment be financed with a Base Rate Revolving Credit Loan Borrowing in an equivalent amount and, to the extent so financed, the CompanyBorrower’s obligation to make such payment shall be discharged and replaced by the resulting Base Rate Revolving Credit Loan BorrowingLoan. If the Company Borrower fails to make such payment when due, the Administrative Agent shall notify each Revolving Credit Lender of the applicable LC Disbursement, the payment then due from the Company Borrower in respect thereof and such Revolving Credit Lender’s Revolving Applicable Percentage thereof. Promptly following receipt of such notice, each Revolving Credit Lender shall pay to the Administrative Agent its Revolving Applicable Percentage of the payment then due from the CompanyBorrower, in the same manner as provided in Section 2.05 with respect to Revolving Credit Loans made by such Revolving Lender (and Section 2.05 shall apply, mutatis mutandis, to the payment obligations of the Revolving Credit Lenders), and the Administrative Agent shall promptly pay to the respective applicable Issuing Lender Bank the amounts so received by it from the Revolving Credit Lenders. Promptly following receipt by the Administrative Agent of any payment from the Company Borrower pursuant to this paragraphSection 2.08(e), the Administrative Agent shall distribute such payment to the respective applicable Issuing Lender Bank or, to the extent that the Revolving Credit Lenders have made payments pursuant to this paragraph Section 2.08(e) to reimburse such the applicable Issuing LenderBank, then to such Revolving Lenders and such the Issuing Lender Bank as their interests may appear. Any payment made by a Revolving Credit Lender pursuant to this paragraph to reimburse an Issuing Lender for any LC Disbursement shall not constitute a Loan and shall not relieve the Company of its obligation to reimburse such LC Disbursement.

Reimbursement. If an Issuing Lender Bank shall make any LC Disbursement in respect of a Letter of Credit, the Company Borrower shall reimburse such Issuing Lender in respect of such LC Disbursement by paying to the Administrative Agent an amount equal to such LC Disbursement not later than 12:00 p.m. (noon), New York City time, on (i) the Business Day that the Company receives notice of such LC Disbursement, if such notice is received prior to 10:00 a.m., New York City time, or (ii) the Business Day immediately following the day that the Company Borrower receives such notice; provided, if such notice is not received prior to such time, provided that, if such LC Disbursement is not less than $500,000, the Company Borrower may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.03 or 2.04 that such payment be financed with a Base Rate Revolving Credit an ABR Borrowing or Swingline Loan Borrowing in an equivalent amount and, to the extent so financed, the CompanyBorrower’s obligation to make such payment shall be discharged and replaced by the resulting Base Rate Revolving Credit Loan BorrowingABR Borrowing or Swingline Loan. If the Company Borrower fails to make such payment when due, the Administrative Agent shall notify each Revolving Credit Lender of the applicable LC Disbursement, the payment then due from the Company Borrower in respect thereof and such Revolving Credit Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Revolving Credit Lender shall pay to the Administrative Agent its Applicable Percentage of the payment then due from the CompanyBorrower, in the same manner as provided in Section 2.05 2.07 with respect to Revolving Credit Loans made by such Lender (and Section 2.05 2.07 shall apply, mutatis mutandis, to the payment obligations of the Revolving Credit Lenders), and the Administrative Agent shall promptly pay to the respective applicable Issuing Lender Bank the amounts so received by it from the Revolving Credit Lenders. Promptly following receipt by the Administrative Agent of any payment from the Company Borrower pursuant to this paragraph, the Administrative Agent shall distribute such payment to the respective applicable Issuing Lender Bank or, to the extent that the Revolving Credit Lenders have made payments pursuant to this paragraph to reimburse such Issuing LenderBank, then to such Lenders and such Issuing Lender Bank as their interests may appear. Any payment made by a Revolving Credit Lender pursuant to this paragraph to reimburse an any 42 Issuing Lender Bank for any LC Disbursement (other than the funding of ABR Loans or a Swingline Loan as contemplated above) shall not constitute a Loan and shall not relieve the Company Borrower of its obligation to reimburse such LC Disbursement.

Reimbursement. If an Issuing Lender LC Issuer shall make any LC Disbursement in respect of a Letter of Credit, the Company Borrower shall reimburse such Issuing Lender in respect of such LC Disbursement by paying to the Administrative Agent such LC Issuer an amount equal to such LC Disbursement not later than 12:00 noon, New York City time, 2:00 p.m. on (i) the Business Day that the Company Borrower receives notice of such LC Disbursement, if such notice is received prior to 10:00 a.m., New York City timea.m. on the day of receipt, or (ii) the Business Day immediately following the day that the Company Borrower receives notice of such noticeLC Disbursement, if such notice is not received prior to such time, provided that, if such LC Disbursement is not less than $500,000time on the day of receipt. If the Borrower fails to make any payment referred to in the preceding sentence with respect to a Letter of Credit, the Company may, subject to applicable LC Issuer shall notify the conditions to borrowing set forth herein, request Administrative Agent in accordance with Section 2.03 that such payment be financed with a Base Rate Revolving Credit Loan Borrowing in an equivalent amount and2.03(k), to the extent so financed, the Company’s obligation to make such payment shall be discharged and replaced by the resulting Base Rate Revolving Credit Loan Borrowing. If the Company fails to make such payment when due, the Administrative Agent shall in turn notify each Revolving Credit Lender of the applicable LC Disbursement, the payment then due from the Company Borrower in respect thereof and such Revolving Credit Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Revolving Credit Lender shall pay to the Administrative Agent its Applicable Percentage of the payment then due from the CompanyBorrower, in the same manner as provided in Section 2.05 2.02 with respect to Revolving Credit Loans made by such Revolving Lender (and Section 2.05 2.02 shall apply, mutatis mutandis, to the payment obligations of the Revolving Credit Lenders), and the Administrative Agent shall promptly pay to the respective Issuing Lender applicable LC Issuer the amounts so received by it from the Revolving Credit Lenders. Such LC Issuer shall promptly notify the Administrative Agent of any amount subsequently received by it from the Borrower or another Loan Party in respect of such LC Disbursement, and shall remit to the Administrative Agent any such amount promptly upon receipt thereof. Promptly following receipt by the Administrative Agent of any such remittance or of any payment from by or on behalf of the Company pursuant to this paragraphBorrower in respect of such LC Disbursement, the Administrative Agent shall distribute remit such payment to the respective Issuing Lender such LC Issuer or, to the extent that the Revolving Credit Lenders have made payments pursuant to this paragraph to reimburse such Issuing LenderLC Issuer, then to such the Revolving Lenders and such Issuing Lender LC Issuer as their interests may appear. Any payment made by a Revolving Credit Lender pursuant to this paragraph Section 2.03(e) to reimburse an Issuing Lender LC Issuer for any LC Disbursement shall not constitute a Loan loan and shall not relieve the Company Borrower (or any other account party in respect of the relevant Letter of Credit) of its obligation to reimburse such LC Disbursement.

Reimbursement. If an Issuing Lender Bank shall make any LC Disbursement in respect of a Letter of Credit, the Company Borrowers shall reimburse such Issuing Lender in respect of such LC Disbursement by paying to the Administrative Agent an amount equal to such LC Disbursement not later than 12:00 noon3:00 pm, New York City time, on (i) the Business Day that the Company receives notice of Borrowers receive such LC Disbursementnotice, if such notice is received prior to 10:00 a.m., New York City time, on the day of receipt, or (ii) the Business Day immediately following the day that the Company receives Borrowers receive such notice, if such notice is not received prior to such time, time on the day of receipt; provided that, ,if such LC Disbursement is not less than $500,000, the Company 500,000 Borrowers may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.03 or 2.04 that such payment be financed with a Base Rate an ABR Revolving Credit Borrowing or Swingline Loan Borrowing in an equivalent amount and, to the extent so financed, the Company’s Borrowers’ obligation to make such payment shall be discharged and replaced by the resulting Base Rate ABR Revolving Credit Loan BorrowingBorrowing or Swingline Loan. If the Company fails Borrowers fail to make such payment when due, the Administrative Agent shall notify each Revolving Credit Lender of the applicable LC Disbursement, the payment then due from the Company Borrowers in respect thereof and such Revolving Credit Lender’s 's Applicable Percentage thereof. Promptly following receipt of such notice, each Revolving Credit Lender shall pay to the Administrative Agent its Applicable Percentage of the payment then due from the CompanyBorrowers, in the same manner as provided in Section 2.05 2.06 with respect to Revolving Credit Loans made by such Lender (and Section 2.05 2.06 shall apply, mutatis mutandismutatismutandis, to the payment obligations of the Revolving Credit Lenders), and the Administrative Agent shall promptly pay to the respective Issuing Lender Bank the amounts so received by it from the Revolving Credit Lenders. Promptly following receipt by the Administrative Agent of any payment from the Company Borrowers pursuant to this paragraph, the Administrative Agent shall distribute such payment to the respective Issuing Lender Bank or, to the extent that the Revolving Credit Lenders have made payments pursuant to this paragraph to reimburse such Issuing LenderBank, then to such Lenders and such Issuing Lender Bank as their interests may appear. Any payment made by a Revolving Credit Lender pursuant to this paragraph to reimburse an Issuing Lender Bank for any LC Disbursement (other than the funding of ABR Revolving Loans or a Swingline Loan as contemplated above) shall not constitute a Loan and shall not relieve the Company any Borrower of its obligation to reimburse such LC Disbursement.