Common use of Reimbursement Clause in Contracts

Reimbursement. If any Issuing Bank shall make any LC Disbursement in respect of a Letter of Credit, the applicable Borrower shall reimburse such LC Disbursement by paying to the Applicable Agent an amount equal to such LC Disbursement, in the currency in which such LC Disbursement shall have been made, not later than 12:00 noon, Local 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., Local 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 12:00 noon, Local Time, on (A) the Business Day that the Borrower receives such notice, if such notice is received prior to 10:00 a.m., Local Time, on the day of receipt, or (B) the Business Day immediately following the day that the Borrower receives such notice, if such notice is not received prior to such time on the day of receipt. If the Borrower fails to make such payment when due then, the Applicable Agent shall notify each Lender of the applicable LC Disbursement, the payment then due from the Borrower in respect thereof and such Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Lender shall pay to the Applicable Agent its Applicable Percentage of the payment then due from the applicable Borrower in the same manner as provided in Section 2.07 with respect to Loans made by such Lender (and Section 2.07 shall apply, mutatis mutandis, to the payment obligations of the Lenders), and the Applicable Agent shall promptly pay to the applicable Issuing Bank the amounts so received by it from the Lenders. Promptly following receipt by the Applicable Agent of any payment from any Borrower pursuant to this paragraph, the Applicable Agent shall distribute such payment to the applicable Issuing Bank or, to the extent that Lenders have made payments pursuant to this paragraph to reimburse any Issuing Bank, then to such Lenders and such Issuing Bank as their interests may appear. Any payment made by a Lender pursuant to this paragraph to reimburse any Issuing Bank for any LC Disbursement shall not constitute a Loan and shall not relieve any Borrower of its obligation to reimburse such LC Disbursement.

Reimbursement. If any an Issuing Bank shall make any LC Disbursement in respect of a Letter of Credit, such Issuing Bank shall give prompt notice to the applicable Borrower of such LC Disbursement, and the Borrower shall reimburse such LC Disbursement by paying to the Applicable Agent an amount equal to such LC Disbursement, in the currency in which such LC Disbursement shall have been made, not later than 12:00 noon3:00 p.m., Local TimeNew 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.12:00 noon., Local TimeNew 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 12:00 noon, Local TimeNew York City time, on (A) the Business Day that the Borrower receives such notice, if such notice is received prior to 10:00 a.m., Local Time, on the day of receipt, or (B) the Business Day immediately following the day that the Borrower receives such notice; provided that, if such notice LC Disbursement is not received prior less than $1,000,000 the Borrower may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.03 that such time on payment be financed with an ABR Borrowing in an equivalent amount and, to the day of receiptextent so financed, the Borrower’s obligation to make such payment shall be discharged and replaced by the resulting ABR Borrowing. If the Borrower fails to make such payment when due thendue, the Applicable Agent shall notify each Lender of the applicable LC Disbursement, the payment then due from the Borrower in respect thereof and such Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Lender shall pay to the Applicable Agent its Applicable Percentage of the payment then due from the applicable Borrower Borrower, in the same manner as provided in Section 2.07 2.05 with respect to Loans made by such Lender (and Section 2.07 2.05 shall apply, mutatis mutandis, to the payment obligations of the Lenders), and the Applicable Agent shall promptly pay to the applicable such Issuing Bank the amounts so received by it from the Lenders. Promptly following receipt by the Applicable Agent of any payment from any the Borrower pursuant to this paragraph, the Applicable Agent shall distribute such payment to the applicable relevant Issuing Bank or, to the extent that Lenders have made payments pursuant to this paragraph to reimburse any the Issuing Bank, then to such Lenders and such the Issuing Bank as their interests may appear. Any payment made by a Lender pursuant to this paragraph to reimburse any the Issuing 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 any the Borrower of its obligation to reimburse such LC Disbursement.

Reimbursement. If any the Issuing Bank shall make any LC Disbursement in respect of a Letter of Credit, the applicable Borrower Company shall reimburse such LC Disbursement by paying to the Applicable Administrative Agent in Dollars the Dollar Amount equal to such LC Disbursement, calculated as of the date the Issuing Bank made such LC Disbursement (or if the Issuing Bank shall so elect in its sole discretion by notice to the Company, in such other Agreed Currency which was paid by the Issuing Bank pursuant to such LC Disbursement in an amount equal to such LC Disbursement, in the currency in which such LC Disbursement shall have been made, ) not later than 12:00 noon, Local Time, on the date that such LC Disbursement is made, if the Borrower Company shall have received notice of such LC Disbursement prior to 10:00 a.m., Local Time, on such date, or, if such notice has not been received by the Borrower Company prior to such time on such date, then not later than 12:00 noon, Local Time, on (A) the Business Day that the Borrower receives such notice, if such notice is received prior to 10:00 a.m., Local Time, on the day of receipt, or (B) the Business Day immediately following the day that the Borrower Company receives such notice; provided that the Company may, if subject to the conditions to borrowing set forth herein, request in accordance with Section 2.03 or 2.05 that such notice is not received prior payment be financed with an ABR Revolving Borrowing or Swingline Loan in an equivalent Dollar Amount of such LC Disbursement and, to the extent so financed, the Company’s obligation to make such time on payment shall be discharged and replaced by the day of receiptresulting ABR Revolving Borrowing or Swingline Loan. If the Borrower Company fails to make such payment when due thendue, the Applicable Administrative Agent shall notify each Applicable Lender of the applicable LC Disbursement, the payment then due from the Borrower Company in respect thereof and such Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Applicable Lender shall pay to the Applicable Administrative Agent its Applicable Percentage of the payment then due from the applicable Borrower Company, in the same manner as provided in Section 2.07 with respect to Loans made by such Lender (and Section 2.07 shall apply, mutatis mutandis, to the payment obligations of the Applicable Lenders), and the Applicable Administrative Agent shall promptly pay to the applicable Issuing Bank the amounts so received by it from the Applicable Lenders. Promptly following receipt by the Applicable Administrative Agent of any payment from any Borrower the Company pursuant to this paragraph, the Applicable Administrative Agent shall distribute such payment to the applicable Issuing Bank or, to the extent that Applicable Lenders have made payments pursuant to this paragraph to reimburse any the Issuing Bank, then to such Lenders and such the Issuing Bank as their interests may appear. Any payment made by a an Applicable Lender pursuant to this paragraph to reimburse any the Issuing 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 any Borrower the Company of its obligation to reimburse such LC Disbursement. If the Company’s reimbursement of, or obligation to reimburse, any amounts in any Foreign Currency would subject the Administrative Agent, the Issuing Bank or any Multicurrency Tranche Lender to any stamp duty, ad valorem charge or similar tax that would not be payable if such reimbursement were made or required to be made in Dollars, the Company shall, at its option, either (x) pay the amount of any such tax requested by the Administrative Agent, the Issuing Bank or the relevant Multicurrency Tranche Lender or (y) reimburse each LC Disbursement made in such Foreign Currency in Dollars, in an amount equal to the Equivalent Amount, calculated using the applicable exchange rates, on the date such LC Disbursement is made, of such LC Disbursement.

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

Reimbursement. If any Issuing Bank shall make any LC Disbursement in respect of a Letter of CreditCredit issued by such Issuing Bank, the applicable Borrower shall reimburse such LC Disbursement by paying to the Applicable Administrative Agent an amount equal to such LC Disbursement, in the currency in which such LC Disbursement shall have been made, not later than 12:00 noon, Local TimeNew York, New York 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., Local TimeNew York, New York 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 12:00 noon, Local TimeNew York, New York time, on (Ai) the Business Day that the Borrower receives such notice, if such notice is received prior to 10:00 a.m., Local TimeNew York, New York time, on the day of receipt, or (Bii) the Business Day immediately following the day that the Borrower receives such notice, if such notice is not received prior to such time on the day of receipt; provided that if such LC Disbursement is not less than $1,000,000, the Borrower shall, subject to the conditions to Borrowing set forth herein, be deemed to have requested, and the Borrower does hereby request under such circumstances, that such payment be financed with an ABR Borrowing in an equivalent amount and, to the extent so financed, the Borrower’s obligation to make such payment shall be discharged and replaced by the resulting ABR Borrowing. If the Borrower fails to make such payment when due thendue, the Applicable Administrative Agent shall notify each Lender of the applicable LC Disbursement, the payment then due from the Borrower in respect thereof and such Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Lender shall pay to the Applicable Administrative Agent its Applicable Percentage of the payment then due from the applicable Borrower Borrower, in the same manner as provided in Section 2.07 2.05 with respect to Loans made by such Lender (and Section 2.07 2.05 shall apply, mutatis mutandis, to the payment obligations of the Lenders), and the Applicable Administrative Agent shall promptly pay to the applicable Issuing Bank that issued such Letter of Credit the amounts so received by it from the Lenders. Promptly following receipt by the Applicable Administrative Agent of any payment from any the Borrower pursuant to this paragraphSection 2.08(e), the Applicable Administrative Agent shall distribute such payment to the applicable Issuing Bank that issued such Letter of Credit or, to the extent that Lenders have made payments pursuant to this paragraph Section 2.08(e) to reimburse any such Issuing Bank, then to such Lenders and such Issuing Bank as their interests may appear. Any payment made by a Lender pursuant to this paragraph Section 2.08(e) to reimburse any Issuing Bank for any LC Disbursement (other than the funding of ABR Loans as contemplated above) shall not constitute a Loan and shall not relieve any the Borrower of its obligation to reimburse such LC Disbursement.

Reimbursement. If any an Issuing Bank Lender shall make any LC Disbursement in respect of a Letter of Credit, the applicable Borrower shall reimburse (each a “Reimbursement Obligation”) such Issuing Lender in respect of such LC Disbursement by paying to the Applicable Administrative Agent an amount equal to such LC Disbursement, in the currency in which such LC Disbursement shall have been made, not later than 12:00 noon1:00 p.m., Local TimeNew York 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., Local 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 12:00 noon, Local Time, on (A) the Business Day that the Borrower receives such notice, if such notice is received prior to 10:00 a.m., Local Time, on the day of receipt, or (B) the Business Day immediately following the day that the Borrower receives notice of such noticeLC Disbursement, if provided that the Borrower may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.3 that such notice is not received prior payment be financed with a Revolving Credit Base Rate Borrowing in an equivalent amount and, to the extent so financed, the Borrower’s obligation to make such time on payment shall be discharged and replaced by the day of receiptresulting Revolving Credit Base Rate Borrowing. If the Borrower fails to make such payment when due thendue, the Applicable Administrative Agent shall notify each Revolving Credit Lender of the applicable LC Disbursement, the payment then due from the 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 Applicable Administrative Agent its Applicable Percentage of the payment then due from the applicable Borrower Borrower, in the same manner as provided in Section 2.07 2.5 with respect to Revolving Credit Loans made by such Lender (and Section 2.07 2.5 shall apply, mutatis mutandis, apply to the payment obligations of the Revolving Credit Lenders, treating each such payment as a Loan for this purpose), and the Applicable Administrative Agent shall promptly pay to the applicable Issuing Bank Lender the amounts so received by it from the Revolving Credit Lenders. Promptly following receipt by the Applicable Administrative Agent of any payment from any the Borrower pursuant to this paragraph, the Applicable Administrative Agent shall distribute such payment to the applicable Issuing Bank Lender or, to the extent that the Revolving Credit Lenders have made payments pursuant to this paragraph to reimburse any such Issuing BankLender, then to such Lenders and such Issuing Bank Lender as their interests may appear. Any payment made by a Revolving Credit Lender pursuant to this paragraph to reimburse any an Issuing Bank Lender for any LC Disbursement shall not constitute a Loan and shall not relieve any the Borrower of its obligation to reimburse such LC Disbursement.

Reimbursement. If any the Issuing Bank Lender shall make any LC Disbursement in respect of a Letter of Credit, the applicable Borrower shall reimburse such LC Disbursement by paying to the Applicable Paying Agent an amount equal to such LC Disbursement, in the currency in which such LC Disbursement shall have been made, not later than 12:00 noon4:00 p.m., Local TimeNew 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., Local 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 12:00 noon, Local Time, on (A) the Business Day that the Borrower receives such notice, if such notice is received prior to 10:00 a.m., Local Time, on the day of receipt, or (B) the Business Day immediately following the day that the Issuing Lender gives notice to the Borrower receives of such noticeLC Disbursement; provided that the Borrower may, if subject to the conditions to borrowing set forth herein, request in accordance with Section 2.03 or 2.06 that such notice is not received prior payment be financed with a Borrowing in an equivalent amount and, to the extent so financed, the Borrower’s obligation to make such time payment shall be due on the day of receiptdate of, and be discharged and replaced by, the Borrowing. If the Borrower fails to make such payment when due thendue, the Applicable Paying Agent shall notify each Lender of the applicable LC Disbursement, the payment then due from the Borrower in respect thereof and such Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Lender shall pay to the Applicable Paying Agent its Applicable Percentage of the payment then due from the applicable Borrower Borrower, in the same manner as provided in Section 2.07 2.05 with respect to Loans made by such Lender (and Section 2.07 2.05 shall apply, mutatis mutandis, to the payment obligations of the Lenders), and the Applicable Paying Agent shall promptly pay to the applicable Issuing Bank Lender the amounts so received by it from the Lenders. Promptly following receipt by the Applicable Paying Agent of any payment from any the Borrower pursuant to this paragraph, the Applicable Paying Agent shall distribute such payment to the applicable Issuing Bank Lender or, to the extent that Lenders have made payments pursuant to this paragraph to reimburse any the Issuing BankLender, then to such Lenders and such the Issuing Bank Lender as their interests may appear. Any payment made by a Lender pursuant to this paragraph to reimburse any the Issuing Bank Lender for any LC Disbursement (other than the funding of Loans as contemplated above) shall not constitute a Loan and shall not relieve any the Borrower of its obligation to reimburse such LC Disbursement.

Reimbursement. If any the Issuing Bank shall make any LC Disbursement in respect of a Letter of CreditDisbursement, the applicable Borrower shall reimburse such LC Disbursement by paying to the Applicable Administrative Agent an amount equal to such LC Disbursement, in the currency in which such LC Disbursement shall have been made, not later than 12:00 noon, Local Time, on the date that such LC Disbursement is made, if fifth (5th) Business Day after the Borrower shall have received notice of such LC Disbursement prior Disbursement, together with interest on the amount disbursed from and including the date of disbursement until payment in full of such disbursed amount at a varying rate per annum equal to 10:00 a.m., Local 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 12:00 noon, Local Time, on (Ai) the then applicable interest rate for ABR Loans for each day such LC Disbursement shall remain outstanding through the fifth (5th) Business Day that following its receipt of notice of such disbursement and (ii) thereafter, the Borrower receives such notice, if such notice is received prior to 10:00 a.m., Local Time, on post-default rate for ABR Loans for the day of receipt, or (B) period from and including the sixth Business Day immediately following the day that date of such disbursement to and including the Borrower receives date of repayment in full of such notice, if such notice is not received prior to such time on the day of receiptdisbursed amount. If the Borrower fails to make such payment when due thendue, the Applicable Administrative Agent shall notify each Lender of the applicable LC Disbursement, the payment then due from the Borrower in respect thereof and such Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Lender shall pay to the Applicable Administrative Agent its Applicable Percentage of the payment then due from the applicable Borrower Borrower, in the same manner as provided in Section 2.07 2.05 with respect to Loans made by such Lender (and Section 2.07 2.05 shall apply, mutatis mutandis, to the payment obligations of the Lenders), and the Applicable Administrative Agent shall promptly pay to the applicable Issuing Bank the amounts so received by it from the Lenders. Promptly following receipt by the Applicable Administrative Agent of any payment from any the Borrower pursuant to this paragraphSection 2.08(e), the Applicable Administrative Agent shall distribute such payment to the applicable Issuing Bank or, to the extent that Lenders have made payments pursuant to this paragraph Section 2.08(e) to reimburse any the Issuing Bank, then to such Lenders and such Issuing Bank as their interests may appear. Any payment made by a Lender pursuant to this paragraph Section 2.08(e) to reimburse any the Issuing Bank for any LC Disbursement shall not constitute a Loan and shall not relieve any the Borrower of its obligation to reimburse such LC Disbursement.

Reimbursement. If any an Issuing Bank shall make any LC Disbursement in respect of a Letter of CreditCredit issued by it, the applicable Borrower shall reimburse such LC Disbursement by paying to the Applicable Administrative Agent an amount equal to such LC Disbursement, in the currency in which such LC Disbursement shall have been made, not later than 12:00 noon, Local TimeNew 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., Local TimeNew 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 12:00 noon, Local TimeNew York City time, on (A) the Business Day that the Borrower receives such notice, if such notice is received prior to 10:00 a.m., Local Time, on the day of receipt, or (B) the Business Day immediately following the day that the Borrower receives such notice; provided that the Borrower may, if subject to the conditions to borrowing set forth herein, request in accordance with Section 2.03 that such notice is not received prior payment be financed with an ABR Revolving Borrowing in an equivalent amount and, to the extent so financed, the Borrower’s obligation to make such time on payment shall be discharged and replaced by the day of receiptresulting ABR Revolving Borrowing. If the Borrower fails to make such payment when due thendue, the Applicable Administrative Agent shall notify each Lender of the applicable LC Disbursement, the payment then due from the Borrower in respect thereof and such Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Lender shall pay to the Applicable Administrative Agent its such Lender’s Applicable Percentage of the payment then due from the applicable Borrower Borrower, in the same manner as provided in Section 2.07 2.06 with respect to Loans made by such Lender (and Section 2.07 2.06 shall apply, mutatis mutandis, to the payment obligations of the Lenders), and the Applicable Administrative Agent shall promptly pay to the applicable relevant Issuing Bank the amounts so received by it from the Lenders. Promptly following receipt by the Applicable Administrative Agent of any payment from any the Borrower pursuant to this paragraph, the Applicable Administrative Agent shall distribute such payment to the applicable relevant Issuing Bank or, to the extent that Lenders have made payments pursuant to this paragraph to reimburse any the relevant Issuing Bank, then to such Lenders and such the relevant Issuing Bank as their interests may appear. Any payment made by a Lender pursuant to this paragraph to reimburse any an Issuing 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 any the Borrower of its obligation to reimburse such LC Disbursement.

Reimbursement. If any the applicable Issuing Bank shall make any LC Disbursement in respect of a Letter of Credit, the applicable Borrower Borrowers shall reimburse such LC Disbursement by paying to the Applicable Administrative Agent (or, in the case of Commercial Letters of Credit, the applicable Issuing Bank) an amount equal to such LC Disbursement, in the currency in which such LC Disbursement shall have been made, not later than 12:00 noon, Local TimeNew York City time, on the Business Day immediately following the date that such LC Disbursement is made, if the Borrower shall have received Agent receives notice under paragraph (g) of this Section of such LC Disbursement prior to 10:00 a.m., Local 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 12:00 noon, Local Time, on (A) the Business Day that the Borrower receives such notice, if such notice is received less than two hours prior to 10:00 a.m., Local Timethe deadline for requesting ABR Borrowings pursuant to Section 2.03, on the day of receipt, or (B) the second Business Day immediately following the day that date the Borrower Agent receives such notice); provided that the Borrowers (or the Borrower Agent on behalf of Borrower) may, if subject to the conditions to borrowing set forth herein, request in accordance with Section 2.03 or 2.05 that such notice is not received prior payment be financed with an ABR Borrowing or Swingline Loan in an equivalent amount and, to the extent so financed, the Borrowers’ obligation to make such time on payment shall be discharged and replaced by the day of receiptresulting ABR Borrowing or Swingline Loan. If the Borrower fails Borrowers fail to make such payment when due thendue, the Applicable Administrative Agent shall notify each ABL Revolving Lender of the applicable LC Disbursement, the payment then due from the Borrower Borrowers in respect thereof and such ABL Revolving Lender’s ABL Applicable Percentage thereof. Promptly following receipt of such notice, each ABL Revolving Lender shall pay to the Applicable Administrative Agent its ABL Applicable Percentage of the payment then due from the applicable Borrower Borrowers, in the same manner as provided in Section 2.07 with respect to Loans made by such ABL Revolving Lender (and Section 2.07 shall apply, mutatis mutandis, to the payment obligations of the ABL Revolving Lenders), and the Applicable Administrative Agent shall promptly pay to the applicable Issuing Bank the amounts so received by it from the ABL Revolving Lenders. Promptly following receipt by the Applicable Administrative Agent of any payment from any Borrower the Borrowers pursuant to this paragraph, the Applicable Administrative Agent shall distribute such payment to the applicable Issuing Bank or, to the extent that ABL Revolving Lenders have made payments pursuant to this paragraph to reimburse any such Issuing Bank, then to such ABL Revolving Lenders and such Issuing Bank as their interests may appear. Any payment made by a Lender pursuant to this paragraph to reimburse any Issuing Bank for any LC Disbursement shall not constitute a Loan and shall not relieve any Borrower of its obligation to reimburse such LC Disbursement.

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

Reimbursement. If any the Issuing Bank shall make any LC Disbursement in respect of a Letter of Credit, the applicable respective Borrower shall reimburse such LC Disbursement by paying to the Applicable Agent Issuing Bank in Dollars the Dollar Amount equal to such LC Disbursement, calculated as of the date the Issuing Bank made such LC Disbursement (or if the Issuing Bank shall so elect in its sole discretion by notice to the respective Borrower, in such other Agreed Currency which was paid by the Issuing Bank pursuant to such LC Disbursement in an amount equal to such LC Disbursement, in the currency in which such LC Disbursement shall have been made, ) not later than 12:00 noon, Local Time, on the date that such LC Disbursement is made, if the a Borrower shall have received notice of such LC Disbursement prior to 10:00 a.m., Local Time, on such date, or, if such notice has not been received by the a Borrower prior to such time on such date, then not later than 12:00 noon, Local Time, on (A) the Business Day that the Borrower receives such notice, if such notice is received prior to 10:00 a.m., Local Time, on the day of receipt, or (B) the Business Day immediately following the day that the a Borrower receives such notice, if such notice is not received prior to such time on the day of receipt; provided that, if such LC Disbursement is not less than the Dollar Amount of $1,000,000, the 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 an ABR Revolving Borrowing or Swingline Loan in an equivalent Dollar Amount of such LC Disbursement and, to the extent so financed, the Borrowers’ obligation to make such payment shall be discharged and replaced by the resulting ABR Revolving Borrowing or Swingline Loan. If the Borrower fails Borrowers fail to make such payment when due thendue, the Applicable Administrative Agent shall notify each Applicable Lender of the applicable LC Disbursement, the payment then due from the Borrower Borrowers in respect thereof and such Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Applicable Lender shall pay to the Applicable Administrative Agent its Applicable Percentage (after giving effect to the reallocation provisions of paragraph (k) below) of the payment then due from the applicable Borrower Borrowers, in the same manner as provided in Section 2.07 with respect to Loans made by such Lender (and Section 2.07 shall apply, mutatis mutandis, to the payment obligations of the Applicable Lenders), and the Applicable Administrative Agent shall promptly pay to the applicable Issuing Bank the amounts so received by it from the Applicable Lenders. Promptly following receipt by the Applicable Administrative Agent of any payment from any Borrower the Borrowers pursuant to this paragraph, the Applicable Administrative Agent shall distribute such payment to the applicable Issuing Bank or, to the extent that Applicable Lenders have made payments pursuant to this paragraph to reimburse any the Issuing Bank, then to such Lenders and such the Issuing Bank as their interests may appear. Any payment made by a an Applicable Lender pursuant to this paragraph to reimburse any the Issuing 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 any Borrower the Borrowers of its obligation their obligations to reimburse such LC Disbursement. If the Borrowers’ reimbursement of, or obligation to reimburse, any amounts in any Foreign Currency would subject the Administrative Agent, the Issuing Bank or any Multicurrency Tranche Lender to any stamp duty, ad valorem charge or similar tax that would not be payable if such reimbursement were made or required to be made in Dollars, the Borrowers shall, at their option, either (x) pay the amount of any such tax requested by the Administrative Agent, the Issuing Bank or the relevant Multicurrency Tranche Lender or (y) reimburse each LC Disbursement made in such Foreign Currency in Dollars, in an amount equal to the Equivalent Amount, calculated using the applicable exchange rates, on the date such LC Disbursement is made, of such LC Disbursement.

Reimbursement. If any Issuing Bank shall make any LC Disbursement in respect of a Letter of Credit, the applicable Borrower shall reimburse such LC Disbursement by paying to the Applicable Administrative Agent an amount equal to such LC Disbursement, Disbursement in the relevant currency in which such LC Disbursement shall have been made, not later than 12:00 noon4:00 p.m., Local Time, on the date that first Business Day after such LC Disbursement is made, made if the applicable Borrower shall have received notice of such LC Disbursement prior to 10:00 a.m., Local Time, on the date such dateLC Disbursement is made, or, if such notice has not been received by the applicable Borrower prior to such time on such date, date such notice shall be deemed received on the next day and then not later than 12:00 noon1:00 p.m., Local Time, on (A) the Business Day that the Borrower receives such notice, if such notice is received prior to 10:00 a.m., Local Time, on the day of receipt, or (B) the Business Day immediately following the day that the applicable Borrower receives is deemed to have received such notice; provided that the applicable Borrower may, subject to the conditions to borrowing set forth herein, request in accordance with Sections 2.03 or 2.04 that such payment be financed with an ABR Revolving Borrowing (in the case of a payment in Dollars), a Eurocurrency Borrowing (in the case of a payment in an Alternative Currency) or Swingline Loan in an equivalent amount and, to the extent so financed, the applicable Borrower’s obligation to make such payment shall be discharged and replaced by the resulting applicable Borrowing, or, if such notice is not received prior to such time on the day of receiptapplicable, Swingline Loan. If the applicable Borrower fails to make such payment when due thendue, then (A) if such payment relates to a Foreign Currency Letter of Credit, automatically and with no further action required, such Borrower’s obligation to reimburse the Applicable applicable LC Disbursement shall be permanently converted into an obligation to reimburse the Dollar Equivalent, calculated using the applicable Spot Rate on the date when such payment was due, of such LC Disbursement and (B) in the case of each LC Disbursement the Administrative Agent shall notify each Revolving Lender of the applicable LC Disbursement, the payment then due from the applicable Borrower in respect thereof and such Lender’s Applicable Percentage (or in the case of a Letter of Credit denominated in Alternative Currency, the USD/Multicurrency Applicable Percentage) thereof. Promptly following receipt of such notice, each Revolving Lender shall pay to the Applicable Administrative Agent in Dollars its Applicable Percentage (or in the case of a Letter of Credit denominated in Alternative Currency, the USD/Multicurrency Applicable Percentage) of the payment then due from the applicable Borrower Borrower, in the same manner as provided in Section 2.07 2.06 with respect to Loans made by such Lender (and Section 2.07 2.06 shall apply, mutatis mutandis, to the payment obligations of the Revolving Lenders), and the Applicable Administrative Agent shall promptly pay to the applicable Issuing Bank the amounts so received by it from the Revolving Lenders. Promptly following receipt by the Applicable Administrative Agent of any payment from any the Parent Borrower pursuant to this paragraph, the Applicable Administrative Agent shall distribute such payment to the applicable Issuing Bank or, to the extent that Revolving Lenders have made payments pursuant to this paragraph to reimburse any such Issuing Bank, then to such Lenders and such Issuing Bank as their interests may appear. Any payment made by a Revolving Lender pursuant to this paragraph to reimburse any the applicable Issuing Bank for any LC Disbursement (other than the funding of ABR Revolving Loans (in the case of a payment in Dollars), Eurocurrency Revolving Loans (in the case of an Alternative Currency) or a Swingline Loan as contemplated above) shall not constitute a Loan and shall not relieve any Borrower the Borrowers of its their obligation to reimburse such LC DisbursementDisbursement in accordance with this Section 2.05(e).

Reimbursement. If any an Issuing Bank shall make any LC Disbursement in respect of a Letter of Credit, the applicable Borrower shall reimburse such LC Disbursement by paying to the Applicable Administrative Agent an amount equal to such LC Disbursement, in the currency in which of such LC Disbursement shall have been madeDisbursement, not later than 12:00 noon2:00 p.m., Local TimeNew 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., Local 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 12:00 noon, Local Time, on (A) the Business Day that the Borrower receives such notice, if such notice is received prior to 10:00 a.m., Local Time, on the day of receipt, or (B) the Business Day immediately following the day that the Borrower receives notice of such noticeLC Disbursement; provided that, if in the case of an LC Disbursement in US Dollars or Canadian Dollars, the Borrower may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.03 or 2.04 that such notice is not received prior payment be financed with an ABR Borrowing or a Canadian Prime Rate Borrowing under Section 2.01 or 2.04, as applicable, in an equivalent amount and, to the extent so financed, the Borrower’s obligation to make such time on payment shall be discharged and replaced by the day of receiptresulting ABR Borrowing or Canadian Prime Rate Borrowing. If the such Borrower fails to make such payment when due thendue, the Applicable applicable Issuing Bank shall notify the Administrative Agent thereof, and the Administrative Agent shall in turn notify each Tranche One Lender or Tranche Two Lender, as applicable, of the applicable LC Disbursement, the amount and currency of the payment then due from the such Borrower in respect thereof and such Lender’s Applicable Tranche One Percentage or Tranche Two Percentage thereof. Promptly following receipt of such notice, each applicable Lender shall pay to the Applicable Administrative Agent its Applicable Tranche One Percentage or Tranche Two Percentage, as applicable, of the payment then due from the applicable Borrower Borrower, in the same manner as provided in Section 2.07 with respect to Loans made by such Tranche One Lender or Tranche Two Lender, as applicable (and Section 2.07 shall apply, mutatis mutandis, to the payment obligations of the applicable Lenders), and the Applicable Administrative Agent shall promptly pay to the applicable such Issuing Bank the amounts so received by it from the Tranche One Lenders or Tranche Two Lenders, as applicable. Promptly following receipt by the Applicable Administrative Agent of any payment from any the Borrower pursuant to this paragraph, the Applicable Administrative Agent shall distribute such payment to the applicable such Issuing Bank or, to the extent that Tranche One Lenders or Tranche Two Lenders have made payments pursuant to this paragraph to reimburse any such Issuing Bank, then to such Tranche One Lenders or Tranche Two Lenders and such Issuing Bank Bank, as their interests may appear. Any payment made by a Lender pursuant to this paragraph to reimburse any such Issuing Bank for any LC Disbursement (other than the funding of ABR Loans or Canadian Prime Rate Loans as contemplated above) shall not constitute a Loan and shall not relieve any the applicable Borrower of its obligation to reimburse such LC Disbursement.

Reimbursement. If any the Issuing Bank shall make any LC Disbursement in respect of a Letter of Credit, the applicable Borrower shall reimburse such LC Disbursement by paying to the Applicable Administrative Agent an amount equal to such LC Disbursement, in the currency in which such LC Disbursement shall have been made, not later than 12:00 noon, Local Time, noon 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., Local Time, a.m. 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, Local Time, noon on (Ai) the Business Day that the Borrower receives such notice, if such notice is received prior to 10:00 a.m., Local Time, a.m. on the day of receipt, or (Bii) the Business Day immediately following the day that the Borrower receives such notice, if such notice is not received prior to such time on the day of receipt; provided that the Borrower may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.05 that such payment be financed with an ABR Revolving Borrowing or Swingline Loan in an equivalent amount and, to the extent so financed, the Borrower’s obligation to make such payment shall be discharged and replaced by the resulting ABR Revolving Borrowing or Swingline Loan. If the Borrower fails to make such payment when due thendue, the Applicable Administrative Agent shall notify each Lender of the applicable LC Disbursement, the payment then due from the Borrower in respect thereof and such Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Lender shall pay to the Applicable Administrative Agent its Applicable Percentage of the payment then due from the applicable Borrower Borrower, in the same manner as provided in Section 2.07 2.08 with respect to Loans made by such Lender (and Section 2.07 2.08 shall apply, mutatis mutandis, to the payment obligations of the Lenders), and the Applicable Administrative Agent shall promptly pay to the applicable Issuing Bank the amounts so received by it from the Lenders. Promptly following receipt by the Applicable Administrative Agent of any payment from any the Borrower pursuant to this paragraph, the Applicable Administrative Agent shall distribute such payment to the applicable Issuing Bank or, to the extent that Lenders have made payments pursuant to this paragraph to reimburse any the Issuing Bank, then to such Lenders and such the Issuing Bank as their interests may appear. Any payment made by a Lender pursuant to this paragraph to reimburse any the Issuing Bank for any LC Disbursement (other than the funding of ABR Loans or Swingline Loans as contemplated above) shall not constitute a Loan and shall not relieve any the Borrower of its obligation to reimburse such LC Disbursement.

Reimbursement. If any an Issuing Bank shall make any LC Disbursement in respect of a Letter of CreditCredit issued by it, the applicable Borrower shall reimburse such LC Disbursement by paying to the Applicable Administrative Agent an amount equal to such LC Disbursement, in the currency in which such LC Disbursement shall have been made, not later than 12:00 noon, Local TimeNew 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., Local TimeNew 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 12:00 noon, Local TimeNew York City time, on (A) the Business Day that the Borrower receives such notice, if such notice is received prior to 10:00 a.m., Local Time, on the day of receipt, or (B) the Business Day immediately following the day that the Borrower receives such notice, if such notice is not received prior to such time on the day of receipt; provided that the 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 an ABR Revolving Borrowing or Swingline Loan in an equivalent amount of such LC Disbursement and, to the extent so financed, the Borrower’s obligation to make such payment shall be discharged and replaced by the resulting ABR Revolving Borrowing or Swingline Loan. If the Borrower fails to make such payment when due thendue, the Applicable Administrative Agent shall notify each Lender of the applicable LC Disbursement, the payment then due from the Borrower in respect thereof and such Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Lender shall pay to the Applicable Administrative Agent its Applicable Percentage of the payment then due from the applicable Borrower Borrower, in the same manner as provided in Section 2.07 with respect to Loans made by such Lender (and Section 2.07 shall apply, mutatis mutandis, to the payment obligations of the Lenders), and the Applicable Administrative Agent shall promptly pay to the applicable Issuing Bank the amounts so received by it from the Lenders. Promptly following receipt by the Applicable Administrative Agent of any payment from any the Borrower pursuant to this paragraph, the Applicable Administrative Agent shall distribute such payment to the applicable Issuing Bank or, to the extent that Lenders have made payments pursuant to this paragraph to reimburse any the applicable Issuing Bank, then to such Lenders and such the applicable Issuing Bank as their interests may appear. Any payment made by a Lender pursuant to this paragraph to reimburse any the applicable Issuing 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 any the Borrower of its obligation to reimburse such LC Disbursement.

Reimbursement. If any Issuing Bank Issuer shall make any LC Letter of Credit Disbursement in respect of a Letter of CreditCredit issued by such Issuer, the applicable Borrower shall reimburse such LC Letter of Credit Disbursement by paying to the Administrative Agent for the account of the applicable Issuer at the Alternate Base Rate plus the Applicable Agent Margin, an amount equal to such LC Disbursement, in the currency in which such LC Letter of Credit Disbursement shall have been made, not later than 12:00 noonp.m., Local TimeNew York time, on the date that day such LC Letter of Credit Disbursement is made, if the Borrower shall have received notice of such LC Letter of Credit Disbursement prior to 10:00 a.m., Local TimeNew York 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 12:00 noon2:00 p.m., Local Time, on (A) the Business Day that the Borrower receives such notice, if such notice is received prior to 10:00 a.m., Local TimeNew York time, on the day next succeeding Business Day; provided that if such Letter of receiptCredit Disbursement is not less than $1,000,000, or (B) the Business Day immediately following the day that the Borrower receives shall, subject to the conditions to Borrowing set forth herein, be deemed to have requested, and the Borrower does hereby request under such noticecircumstances, if that such notice is not received prior payment be financed with an ABR Loan in an equivalent amount and, to the extent so financed, the Borrower’s obligation to make such time on payment shall be discharged and replaced by the day of receiptresulting ABR Loan. If the Borrower fails to make such payment when due thendue, the Applicable Administrative Agent shall notify each Lender of the applicable LC Letter of Credit Disbursement, the payment then due from the Borrower in respect thereof and such Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Lender shall pay to the Applicable Administrative Agent its Applicable Percentage of the payment then due from the applicable Borrower Borrower, in the same manner as provided in Section 2.07 2.05 with respect to Loans made by such Lender (and Section 2.07 2.05 shall apply, mutatis mutandis, to the payment obligations of the Lenders), and the Applicable Administrative Agent shall promptly pay to the applicable Issuing Bank Issuer that issued such Letter of Credit the amounts so received by it from the Lenders. Promptly following receipt by the Applicable Administrative Agent of any payment from any the Borrower pursuant to this paragraphSection 2.08(e), the Applicable Administrative Agent shall distribute such payment to the applicable Issuing Bank Issuer that issued such Letter of Credit or, to the extent that Lenders have made payments pursuant to this paragraph Section 2.08(e) to reimburse any Issuing Banksuch Issuer, then to such Lenders and such Issuing Bank Issuer as their interests may appear. Any payment made by a Lender pursuant to this paragraph Section 2.08(e) to reimburse any Issuing Bank Issuer for any LC Letter of Credit Disbursement (other than the funding of ABR Loans as contemplated above) shall not constitute a Loan and shall not relieve any the Borrower of its obligation to reimburse such LC Letter of Credit Disbursement. Any Letter of Credit Disbursement not reimbursed by the Borrower or funded as a Loan prior to 2:00 p.m., New York time, shall bear interest for such day at the ABR plus the Applicable Margin.

Reimbursement. If any the Issuing Bank shall make any LC Disbursement in respect of a Letter of Credit, the applicable Borrower shall reimburse such LC Disbursement in the currency of such LC Disbursement by paying to the Applicable Administrative Agent an amount equal to such LC Disbursement, in the currency in which such LC Disbursement shall have been made, not later than 12:00 noon, Local 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., Local 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 12:00 noon, Local Time, on (A) the Business Day that the Borrower receives such notice, if such notice is received prior to 10:00 a.m., Local Time, on the day of receipt, or (B) the Business Day immediately following the day that the such Borrower receives such notice; provided that a Borrower may, subject to the conditions to borrowing set forth herein, request that such payment be financed, if applicable given the currency of the LC Disbursement, with an Advance or Swingline Advance in an equivalent amount and, to the extent so financed, such notice is not received prior Borrower’s obligation to make such time on payment shall be discharged and replaced by the day of receiptresulting Advance or Swingline Advance. If the a Borrower fails to make such payment when due thendue, such amount, if denominated in an Alternative Currency shall be converted to Dollars and shall bear interest at the Base Rate plus the Applicable Margin and the Administrative Agent shall notify each Lender of the applicable LC Disbursement, the payment then due from the such Borrower in respect thereof and such Lender’s Applicable Adjusted Percentage thereof. Promptly following receipt of such notice, each Lender shall pay to the Applicable Administrative Agent its Applicable Adjusted Percentage of the payment then due from the applicable Borrower in the same manner as provided in Section 2.07 with respect to Loans made by such Lender (and Section 2.07 shall apply, mutatis mutandis, to the payment obligations of the Lenders)Borrower, and the Applicable Administrative Agent shall promptly pay to the applicable Issuing Bank the amounts so received by it from the Lenders. Promptly following receipt by the Applicable Administrative Agent of any payment from any a Borrower pursuant to this paragraph, the Applicable Administrative Agent shall distribute such payment to the applicable Issuing Bank or, to the extent that Lenders have made payments pursuant to this paragraph to reimburse any the Issuing Bank, then to such Lenders and such the Issuing Bank as their interests may appear. Any payment made by a Lender pursuant to this paragraph to reimburse any the Issuing Bank for any LC Disbursement (other than the funding of an Advance or a Swingline Advance as contemplated above) shall not constitute a Loan an Advance and shall not relieve any such Borrower of its obligation to reimburse such LC Disbursement.

Reimbursement. If any the Issuing Bank shall make any LC Disbursement in respect of a Letter of CreditCredit issued by the Issuing Bank, the applicable Borrower shall reimburse such LC Disbursement by paying to the Applicable Administrative Agent an amount equal to such LC Disbursement, in the currency in which such LC Disbursement shall have been made, not later than 12:00 noon, Local TimeNew York, New York 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., Local TimeNew York, New York 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 12:00 noon, Local TimeNew York, New York time, on (Ai) the Business Day that the Borrower receives such notice, if such notice is received prior to 10:00 a.m., Local TimeNew York, New York time, on the day of receipt, or (Bii) the Business Day immediately following the day that the Borrower receives such notice, if such notice is not received prior to such time on the day of receipt; provided that if such LC Disbursement is not less than $1,000,000, the Borrower shall, subject to the conditions to Borrowing set forth herein, be deemed to have requested, and the Borrower does hereby request under such circumstances, that such payment be financed with an ABR Borrowing in an equivalent amount and, to the extent so financed, the Borrower’s obligation to make such payment shall be discharged and replaced by the resulting ABR Borrowing. If the Borrower fails to make such payment when due thendue, the Applicable Administrative Agent shall notify each Lender of the applicable LC Disbursement, the payment then due from the Borrower in respect thereof and such Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Lender shall pay to the Applicable Administrative Agent its Applicable Percentage of the payment then due from the applicable Borrower Borrower, in the same manner as provided in Section 2.07 ‎Section 2.05 with respect to Loans made by such Lender (and Section 2.07 2.05 shall apply, mutatis mutandis, to the payment obligations of the Lenders), and the Applicable Administrative Agent shall promptly pay to the applicable Issuing Bank that issued such Letter of Credit the amounts so received by it from the Lenders. Promptly following receipt by the Applicable Administrative Agent of any payment from any the Borrower pursuant to this paragraph‎Section 2.08(e), the Applicable Administrative Agent shall distribute such payment to the applicable Issuing Bank that issued such Letter of Credit or, to the extent that Lenders have made payments pursuant to this paragraph ‎Section 2.08(e) to reimburse any the Issuing Bank, then to such Lenders and such the Issuing Bank as their interests may appear. Any payment made by a Lender pursuant to this paragraph ‎Section 2.08(e) to reimburse any the Issuing Bank for any LC Disbursement (other than the funding of ABR Loans as contemplated above) shall not constitute a Loan and shall not relieve any the Borrower of its obligation to reimburse such LC Disbursement.

Reimbursement. If any Issuing Bank shall make any LC Disbursement in respect of a Letter of Credit, the applicable Borrower Company shall reimburse such LC Disbursement by paying to the Applicable 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, in the currency in which such LC Disbursement shall have been made, ) not later than 12:00 noon, Local Time, on the date that such LC Disbursement is made, if the Borrower Company shall have received notice of such LC Disbursement prior to 10:00 a.m., Local Time, on such date, or, if such notice has not been received by the Borrower Company prior to such time on such date, then not later than 12:00 noon, Local Time, on (A) the Business Day that the Borrower receives such notice, if such notice is received prior to 10:00 a.m., Local Time, on the day of receipt, or (B) the Business Day immediately following the day that the Borrower Company receives such notice; provided that the Company may, if subject to the conditions to borrowing set forth herein, request in accordance with Section 2.03 or 2.05 that such notice is not received prior payment be financed with an ABR Revolving Borrowing or Swingline Loan denominated in Dollars in an equivalent Dollar Amount of such LC Disbursement and, to the extent so financed, the Company’s obligation to make such time on payment shall be discharged and replaced by the day of receiptresulting ABR Revolving Borrowing or Swingline Loan. If the Borrower Company fails to make such payment when due thendue, the Applicable Administrative Agent shall notify each Applicable Lender of the applicable LC Disbursement, the payment then due from the Borrower Company in respect thereof and such Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Applicable Lender shall pay to the Applicable Administrative Agent its Applicable Percentage of the payment then due from the applicable Borrower Company, in the same manner as provided in Section 2.07 with respect to Loans made by such Lender (and Section 2.07 shall apply, mutatis mutandis, to the payment obligations of the Applicable Lenders), and the Applicable Administrative Agent shall promptly pay to the applicable Issuing Bank the amounts so received by it from the Applicable Lenders. Promptly following receipt by the Applicable Administrative Agent of any payment from any Borrower the Company pursuant to this paragraph, the Applicable Administrative Agent shall distribute such payment to the applicable Issuing Bank or, to the extent that Applicable Lenders have made payments pursuant to this paragraph to reimburse any such Issuing Bank, then to such Lenders and such Issuing Bank as their interests may appear. Any payment made by a an Applicable Lender pursuant to this paragraph to reimburse any the applicable Issuing 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 any Borrower the Company of its obligation to reimburse such LC Disbursement. If the Company’s reimbursement of, or obligation to reimburse, any amounts in any Foreign Currency would subject the Administrative Agent, any Issuing Bank or any Multicurrency Tranche Lender to any stamp duty, ad valorem charge or similar tax that would not be payable if such reimbursement were made or required to be made in Dollars, the Company shall, at its option, either (x) pay the amount of any such tax requested by the Administrative Agent, the relevant Issuing Bank or the relevant Multicurrency Tranche Lender or (y) reimburse each LC Disbursement made in such Foreign Currency in Dollars, in an amount equal to the Equivalent Amount, calculated using the applicable exchange rates, on the date such LC Disbursement is made, of such LC Disbursement.

Reimbursement. If any Issuing Bank shall make any LC Disbursement in respect of a Letter of Credit, the applicable Borrower that requested such Letter of Credit or that is otherwise an applicant for such Letter of Credit shall reimburse such LC Disbursement by paying to the Applicable Agent applicable Issuing Bank an amount equal to such LC DisbursementDisbursement in Dollars, in an amount equal to the currency in which Dollar Equivalent of such LC Disbursement shall have been madeDisbursement, not later than 12:00 noon, Local TimeNew York City time, on the Business Day immediately following the date that such LC Disbursement is made, if the Borrower Borrowers shall have received notice of such LC Disbursement prior to 10:00 a.m., Local Time, on the date that such dateLC Disbursement is made, or, if such notice has not been received by the Borrower prior to such time Borrowers on such date, then not later than 12:00 noon, Local TimeNew York City time, on (A) the Business Day that the Borrower receives such notice, if such notice is received prior to 10:00 a.m., Local Time, on the day of receipt, or (B) the Business Day immediately following the day date that the Borrower receives Borrowers receive such notice, if such notice is not received prior to such time on the day of receipt. If the applicable Borrower fails to make such payment when due thenand no other Borrower makes such payment, the Applicable Issuing Bank shall notify the Administrative Agent who shall notify each Lender of the applicable LC Disbursement, the payment then due from the such Borrower in respect thereof and such Lender’s Applicable Percentage of the Dollar Equivalent thereof. Promptly following receipt of such notice, each Lender shall pay to the Applicable Agent applicable Issuing Bank, in Dollars, its Applicable Percentage of the Dollar Equivalent of the payment then due from the applicable Borrower such Borrower, in the same manner as provided set forth in Section 2.07 with respect the immediately following sentence. Each Lender shall make each such payment to Loans be made by it on the proposed date thereof by wire transfer of immediately available funds (by 12:00 noon, New York City time, on the Business Day immediately following the date such Lender (and Section 2.07 shall apply, mutatis mutandis, to the payment obligations of the Lendersnotice was given), and the Applicable Agent shall promptly pay to the applicable Issuing Bank the amounts so received by it from the Lenders. Promptly following receipt by the Applicable Agent applicable Issuing Bank of any payment from any a Borrower pursuant to this paragraph, the Applicable Agent applicable Issuing Bank shall distribute such payment to the applicable Issuing Bank or, to the extent that Lenders have made payments pursuant to this paragraph to reimburse any such Issuing Bank, then to such Lenders and such Issuing Bank as their interests may appear. Any payment made by a Lender pursuant to this paragraph to reimburse any Issuing Bank for any LC Disbursement shall not constitute a Loan and shall not relieve any Borrower of its obligation to reimburse such LC Disbursement.

Reimbursement. If any Issuing Bank shall make any LC Disbursement in respect of a Letter of CreditDisbursement, the applicable Borrower shall reimburse such LC Disbursement by paying to the Applicable Administrative Agent an amount equal to such LC Disbursement, in the currency in which such LC Disbursement shall have been made, not later than 12:00 noon, Local Time, on the date that such LC Disbursement is made, if fifth (5th) Business Day after the Borrower shall have received notice of such LC Disbursement, together with interest on the amount disbursed from and including the date of disbursement until payment in full of such disbursed amount at a varying rate per annum equal to (i) the then applicable interest rate for ABR Loans for each day such LC Disbursement prior shall remain outstanding through the fifth (5th) Business Day following its receipt of notice of such disbursement and (ii) thereafter, the post default rate for ABR Loans for the period from and including the sixth (6th) Business Day following the date of such disbursement to and including the date of repayment in full of such disbursed amount; provided that, unless the Borrower shall have notified the Administrative Agent to the contrary not later than 10:00 a.m., Local TimeNew 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 12:00 noon, Local Time, on (A) the Business Day that next following the date on which the Borrower receives shall have been notified of such noticeLC Disbursement, if the Borrower will be deemed to have requested, and the Borrower does hereby request under such notice is received prior to 10:00 a.m.circumstances, Local Time, in accordance with Section 2.03 that such payment be financed with an ABR Borrowing on the day of receipt, or (B) the such Business Day immediately following in an equivalent amount and, to the day that extent the Borrower receives such notice, if such notice is not received prior satisfies the condition precedent to such time on ABR Borrowing set forth in Section 6.02(b), the day Borrower’s obligation to make such payment shall be discharged with the proceeds of receiptthe requested ABR Borrowing. If the Borrower fails to make such payment when due thenand the Borrower is not entitled to make a Borrowing in the amount of such payment, the Applicable Administrative Agent shall notify each Lender of the applicable LC Disbursement, the payment then due from the Borrower in respect thereof and such Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Lender shall pay to the Applicable Administrative Agent its Applicable Percentage of the payment then due from the applicable Borrower Borrower, in the same manner as provided in Section 2.07 2.05 with respect to Loans made by such Lender (and Section 2.07 2.05 shall apply, mutatis mutandis, to the payment obligations of the Lenders), and the Applicable Administrative Agent shall promptly pay to the applicable Issuing Bank the amounts so received by it from the Lenders. Promptly following receipt by the Applicable Administrative Agent of any payment from any the Borrower pursuant to this paragraphSection 2.08(e), the Applicable Administrative Agent shall distribute such payment to the applicable Issuing Bank or, to the extent that Lenders have made payments pursuant to this paragraph Section 2.08(e) to reimburse any such Issuing Bank, then to such Lenders and such Issuing Bank as their interests may appear. Any payment made by a Lender pursuant to this paragraph Section 2.08(e) to reimburse any Issuing Bank for any LC Disbursement shall not constitute a Loan and shall not relieve any the Borrower of its obligation to reimburse such LC Disbursement.

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

Reimbursement. If any an Issuing Bank shall make any LC Disbursement in respect of a Letter of Credit, the applicable Borrower shall reimburse such LC Disbursement by paying to the Applicable Administrative Agent an amount equal to such LC Disbursement, in the currency in which such LC Disbursement shall have been made, not later than 12:00 noon3:00 p.m., Local TimeEastern time, on the date that such LC Disbursement is made, if the applicable Borrower shall have received notice of such LC Disbursement prior to 10:00 a.m., Local TimeEastern time, on such date, or, if such notice has not been received by the applicable Borrower prior to such time on such date, then not later than 12:00 noon3:00 p.m., Local TimeEastern time, on (A) the Business Day that the Borrower receives such notice, if such notice is received prior to 10:00 a.m., Local Time, on the day of receipt, or (B) the Business Day immediately following the day that the applicable Borrower receives such notice; provided that the applicable Borrower may, if subject to the conditions to borrowing set forth herein, request in accordance with Section 2.03 or 2.05 that such notice is not received prior payment be financed with an ABR Revolving Borrowing or Swingline Loan in an equivalent amount and, to the extent so financed, the applicable Borrower’s obligation to make such time on payment shall be discharged and replaced by the day of receiptresulting ABR Revolving Borrowing or Swingline Loan. If the applicable Borrower fails to make such payment when due thendue, such amount, if denominated in Foreign Currency shall be converted to Dollars and the Applicable Administrative Agent shall notify each Lender of the applicable LC Disbursement, the payment then due from the applicable Borrower in respect thereof and such Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Lender shall pay to the Applicable Administrative Agent its Applicable Percentage of the payment then due from the applicable Borrower Borrower, in the same manner as provided in Section 2.07 with respect to Loans made by such Lender (and Section 2.07 shall apply, mutatis mutandis, to the payment obligations of the Lenders), and the Applicable Administrative Agent shall promptly pay to the applicable Issuing Bank the amounts so received by it from the Lenders. Promptly following receipt by the Applicable Administrative Agent of any payment from any the applicable Borrower pursuant to this paragraph, the Applicable Administrative Agent shall distribute such payment to the applicable Issuing Bank or, to the extent that Lenders have made payments pursuant to this paragraph to reimburse any the Issuing Bank, then to such Lenders and such the applicable Issuing Bank as their interests may appear. Any payment made by a Lender pursuant to this paragraph to reimburse any an Issuing 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 any the applicable Borrower of its obligation to reimburse such LC Disbursement.

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

Reimbursement. If any Issuing Bank an LC Issuer shall make any LC Disbursement in respect of a Letter of Credit, the applicable Borrower shall reimburse such LC Disbursement by paying to the Applicable Administrative Agent an amount equal to such LC Disbursement, in the currency in which such LC Disbursement shall have been made, not later than 12:00 noon3:00 p.m., Local TimeNew York City time, on the date that such LC Disbursement is made, made (provided that if the Borrower shall have received notice is not notified prior to 11:00 a.m. New York time of such disbursement on the date thereof, the Borrower may make such reimbursements not later than 3:00 p.m. on the Business Day following such LC Disbursement prior to 10:00 a.m.provided that interest thereon is paid through such Business Day), Local 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 12:00 noon, Local Time, on (A) the Business Day provided that the Borrower receives may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.03 that such noticepayment be financed with a Revolving Loan Borrowing or Swingline Loan in an equivalent amount and, if to the extent so financed, the Borrower’s obligation to make such notice is received prior to 10:00 a.m., Local Time, on payment shall be discharged and replaced by the day of receipt, resulting Revolving Loan Borrowing or (B) the Business Day immediately following the day that the Borrower receives such notice, if such notice is not received prior to such time on the day of receiptSwingline Loan. If the Borrower fails to make such payment when due thendue, the Applicable Administrative Agent shall notify each Revolving Lender of the applicable LC Disbursement, the payment then due from the Borrower in respect thereof and such Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Revolving Lender shall pay to the Applicable Administrative Agent its Applicable Percentage of the payment then due from the applicable Borrower Borrower, in the same manner as provided in Section 2.07 2.06 with respect to Loans made by such Lender (and Section 2.07 2.06 shall apply, mutatis mutandis, to the payment obligations of the Revolving Lenders), and the Applicable Administrative Agent shall promptly pay to the applicable Issuing Bank such LC Issuer the amounts so received by it from the Revolving Lenders. Promptly following receipt by the Applicable Administrative Agent of any payment from any the Borrower pursuant to this paragraph, the Applicable Administrative Agent shall distribute such payment to the applicable Issuing Bank such LC Issuer or, to the extent that Revolving Lenders have made payments pursuant to this paragraph to reimburse any Issuing Banksuch LC Issuer, then to such Lenders and such Issuing Bank LC Issuer as their interests may appear. Any payment made by a Revolving Lender pursuant to this paragraph to reimburse any Issuing Bank LC Issuer 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 any the Borrower of its obligation to reimburse such LC DisbursementDisbursement (other than with respect to the timing of such reimbursement obligation as set forth in this paragraph).

Reimbursement. If any the Issuing Bank shall make any LC Disbursement in respect of a Letter of Credit, the applicable Borrower Borrowers shall reimburse such LC Disbursement by paying to the Applicable Administrative Agent an amount equal to such LC Disbursement, in the currency in which such LC Disbursement shall have been made, (i) not later than 12:00 noon11:00 a.m., Local TimeNew York time, on the date that such LC Disbursement is made, if the Borrower Parent shall have received notice of such LC Disbursement prior to 10:00 9:00 a.m., Local TimeNew York time, on such date, or, (ii) if such notice has not been received by the Borrower Parent prior to such time on such date, then not later than 12:00 noon11:00 a.m., Local TimeNew York time, on (A) the Business Day that the Borrower receives such notice, if such notice is received prior to 10:00 a.m., Local Time, on the day of receipt, or (B) the Business Day immediately following the day that the Borrower Parent receives such notice, if such notice is not received prior to such time on the day of receipt; provided that the Borrowers may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.01 that such payment be financed with a Base Rate Revolving Borrowing or Swingline Loan in an equivalent amount and, to the extent so financed, the Borrowers’ obligation to make such payment shall be discharged and replaced by the resulting Base Rate Revolving Borrowing or Swingline Loan. If the Borrower fails Borrowers fail to make such payment when due thendue, the Applicable Administrative Agent shall notify each Revolving Lender of the applicable LC Disbursement, the payment then due from the Borrower Borrowers in respect thereof and such Lender’s Applicable Percentage Pro Rata Share thereof. Promptly following receipt of such notice, each Revolving Lender shall pay to the Applicable Administrative Agent its Applicable Percentage Pro Rata Share of the payment then due from the applicable Borrower Borrowers, in the same manner as provided in Section 2.07 2.02 with respect to Loans made by such Lender (and Section 2.07 2.02 shall apply, mutatis mutandis, to the payment obligations of the Revolving Lenders), and the Applicable Administrative Agent shall promptly pay to the applicable Issuing Bank the amounts so received by it from the Revolving Lenders. Promptly following receipt by the Applicable Administrative Agent of any payment from any Borrower the Borrowers pursuant to this paragraph, the Applicable Administrative Agent shall distribute such payment to the applicable Issuing Bank or, to the extent that Revolving Lenders have made payments pursuant to this paragraph to reimburse any the Issuing Bank, then to such Lenders and such the Issuing Bank as their interests may appear. Any payment made by a Revolving Lender pursuant to this paragraph to reimburse any the Issuing 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 any Borrower the Borrowers of its their obligation to reimburse such LC Disbursement.

Reimbursement. If any Issuing Bank shall make any LC Disbursement in respect of a Letter of Credit, the applicable Borrower shall reimburse such LC Disbursement by paying to the Applicable Agent an amount equal to such LC Disbursement, in the currency in which such LC Disbursement shall have been made, not later than 12:00 noon, Local 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., Local 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 12:00 noon, Local Time, on (A) the Business Day that the Borrower receives such notice, if such notice is received prior to 10:00 a.m., Local Time, on the day of receipt, or (B) the Business Day immediately following the day that the Borrower receives such notice, if such notice is not received prior to such time on the day of receipt. If the Borrower fails to make such payment when due then, the Applicable Agent shall notify each US Tranche Lender of the applicable LC Disbursement, the payment then due from the Borrower in respect thereof and such Lender’s Applicable US Tranche Percentage thereof. Promptly following receipt of such notice, each US Tranche Lender shall pay to the Applicable Agent its Applicable US Tranche Percentage of the payment then due from the applicable Borrower in the same manner as provided in Section 2.07 with respect to Loans made by such US Tranche Lender (and Section 2.07 shall apply, mutatis mutandis, to the payment obligations of the US Tranche Lenders), and the Applicable Agent shall promptly pay to the applicable Issuing Bank the amounts so received by it from the US Tranche Lenders. Promptly following receipt by the Applicable Agent of any payment from any Borrower pursuant to this paragraph, the Applicable Agent shall distribute such payment to the applicable Issuing Bank or, to the extent that US Tranche Lenders have made payments pursuant to this paragraph to reimburse any Issuing Bank, then to such US Tranche Lenders and such Issuing Bank as their interests may appear. Any payment made by a US Tranche Lender pursuant to this paragraph to reimburse any Issuing Bank for any LC Disbursement shall not constitute a Loan and shall not relieve any Borrower of its obligation to reimburse such LC Disbursement.

Reimbursement. If any Issuing Bank shall make any LC Disbursement in respect of a Letter of Credit, the applicable Borrower shall reimburse such LC Disbursement by paying to the Applicable 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 Borrower, in such other Agreed LC Currency which was paid by such Issuing Bank pursuant to such LC Disbursement in an amount equal to such LC Disbursement, in the currency in which such LC Disbursement shall have been made, ) not later than 12:00 noon, Local Time, on the Business Day immediately following the date on which the Borrower receives notice that such LC Disbursement is made; provided that, if such LC Disbursement is not less than the Dollar Amount of $1,000,000, the Borrower shall have received notice 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 an ABR Revolving Borrowing, Eurodollar Revolving Borrowing or Swingline Loan in Dollars in an amount equal to the Dollar Amount of such LC Disbursement prior and, to 10:00 a.m.the extent so financed, Local Time, on the Borrower’s obligation to make such date, or, if such notice has not been received payment shall be discharged and replaced by the Borrower prior to such time on such dateresulting ABR Revolving Borrowing, then not later than 12:00 noonEurodollar Revolving Borrowing or Swingline Loan, Local Time, on (A) the Business Day that the Borrower receives such notice, if such notice is received prior to 10:00 a.m., Local Time, on the day of receipt, or (B) the Business Day immediately following the day that the Borrower receives such notice, if such notice is not received prior to such time on the day of receiptas applicable. If the Borrower fails to make such payment when due thendue, the Applicable Administrative Agent shall notify each Lender of the applicable LC Disbursement, the payment then due from the Borrower in respect thereof and such Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Lender shall pay to the Applicable Administrative Agent its Applicable Percentage of the payment then due from the applicable Borrower Borrower, in the same manner as provided in Section 2.07 with respect to Loans made by such Lender (and Section 2.07 shall apply, mutatis mutandis, to the payment obligations of the Lenders) (provided that, with respect to any such payment in respect of a Foreign Currency Letter of Credit, each Lender shall make such payment in Dollars in the Dollar Amount of such LC Disbursement), and the Applicable Administrative Agent shall promptly pay to the applicable Issuing Bank the amounts so received by it from the Lenders. Promptly following receipt by the Applicable Administrative Agent of any payment from any the Borrower pursuant to this paragraph, the Applicable Administrative Agent shall distribute such payment to the applicable Issuing Bank or, to the extent that Lenders have made payments pursuant to this paragraph to reimburse any such Issuing Bank, then to such Lenders and such the applicable Issuing Bank Bank, as their interests may appear. Any payment made by a Lender pursuant to this paragraph to reimburse any the Issuing Bank Banks 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 any the Borrower of its obligation to reimburse such LC Disbursement. If the Borrower’s reimbursement of, or obligation to reimburse, any amounts in any Foreign Currency would subject the Administrative Agent, any Issuing Bank or any Lender to any stamp duty, ad valorem charge or similar tax that would not be payable if such reimbursement were made or required to be made in Dollars, the Borrower shall, at its option, either (x) pay the amount of any such tax requested by the Administrative Agent, the relevant Issuing Bank or the relevant Lender or (y) reimburse each LC Disbursement made in such Foreign Currency in Dollars, in an amount equal to the Equivalent Amount, calculated using the applicable Exchange Rates, on the date such LC Disbursement is made, of such LC Disbursement.

Reimbursement. If any the Issuing Bank shall make any LC Disbursement in respect of a Letter of Credit, the applicable Borrower shall reimburse such LC Disbursement by paying to the Applicable Administrative Agent an amount equal to such LC Disbursement, in the currency in which such LC Disbursement shall have been made, not later than 12:00 noon, Local TimeNew 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., Local TimeNew 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 12:00 noon, Local TimeNew York City time, on (A) the Business Day that the Borrower receives such notice, if such notice is received prior to 10:00 a.m., Local Time, on the day of receipt, or (B) the Business Day immediately following the day that the Borrower receives such notice, if such notice is not received prior to such time on the day of receipt; provided that the Borrower may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.03 that such payment be financed with an ABR Revolving Borrowing in the Dollar Amount of such LC Disbursement and, to the extent so financed, the Borrower’s obligation to make such payment shall be discharged and replaced by the resulting ABR Revolving Borrowing. If the Borrower fails to make such payment when due thendue, the Applicable Administrative Agent shall notify each Lender of the applicable LC Disbursement, the payment then due from the Borrower in respect thereof and such Revolving Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Lender shall pay to the Applicable Administrative Agent its Applicable Percentage of the payment then due from the applicable Borrower Borrower, in the same manner as provided in Section 2.07 with respect to Loans made by such Revolving Lender (and Section 2.07 shall apply, mutatis mutandis, to the payment obligations of the Lenders; provided that with respect to any such payment in respect of a Letter of Credit denominated in any Alternative Currency, any Lender may make such payment in U.S. Dollars in the Dollar Amount of such LC Disbursement with the cost of the currency conversion being added to the amount of such LC Disbursement), and the Applicable Administrative Agent shall promptly pay to the applicable Issuing Bank the amounts so received by it from the Revolving Lenders. Promptly following receipt by the Applicable Administrative Agent of any payment from any the Borrower pursuant to this paragraph, the Applicable Administrative Agent shall distribute such payment to the applicable Issuing Bank or, to the extent that Lenders have made payments pursuant to this paragraph to reimburse any the Issuing Bank, then to such Lenders and such the Issuing Bank as their interests may appear. Any payment made by a Lender pursuant to this paragraph to reimburse any the Issuing Bank for any LC Disbursement (other than the funding of ABR Revolving Loans or as contemplated above) shall not constitute a Loan and shall not relieve any the Borrower of its obligation to reimburse such LC Disbursement. If the Borrower’s reimbursement of, or obligation to reimburse, any amounts in any Alternative Currency would subject the Administrative Agent, the Issuing Bank or any Lender to any stamp duty, ad valorem charge or similar tax that would not be payable if such reimbursement were made or required to be made in U.S. Dollars, the Borrower shall, at its option, either (x) pay the amount of any such tax requested by the Administrative Agent, such Issuing Bank or the relevant Lender or (y) reimburse each LC Disbursement made in such Alternative Currency in U.S. Dollars, in an amount equal to the Dollar Amount, calculated using the applicable exchange rates, on the date such LC Disbursement is made, of such LC Disbursement.

Reimbursement. If any an Issuing Bank shall make any LC Disbursement in respect of a Letter of Credit, the applicable Borrower shall reimburse such LC Disbursement by paying to the Applicable Administrative Agent an amount (in the applicable currency) equal to such LC Disbursement, in the currency in which such LC Disbursement shall have been made, not later than 12:00 noon, Local TimeNew 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., Local 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 12:00 noon, Local Time, on (A) the Business Day that the Borrower receives such notice, if such notice is received prior to 10:00 a.m., Local Time, on the day of receipt, or (B) the Business Day immediately following the day that the Borrower receives such notice, if such notice is not received prior to such time on the day of receipt; provided, that, if such LC Disbursement is not less than the Dollar Equivalent of $500,000, the 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 Borrowing or Swingline Loan in an amount equal to the Dollar Equivalent thereof and, to the extent so financed, the Borrower’s obligation to make such payment shall be discharged and replaced by the resulting ABR Borrowing or Swingline Loan. If the Borrower fails to make such payment when due thendue, the Applicable Administrative Agent shall notify each Lender of the applicable LC Disbursement, the payment then due from the Borrower in respect thereof and such Lender’s Applicable Percentage of the Dollar Equivalent thereof. Promptly following receipt of such notice, each Lender shall pay to the Applicable Administrative Agent its Applicable Percentage of the payment then due from the applicable Borrower Borrower, in the same manner as provided in Section 2.07 with respect to Loans made by such Lender (and Section 2.07 shall apply, mutatis mutandis, to the payment obligations of the Lenders), and the Applicable Administrative Agent shall promptly pay to the applicable Issuing Bank the amounts so received by it from the Lenders. Promptly following receipt by the Applicable Administrative Agent of any payment from any the Borrower pursuant to this paragraph, the Applicable Administrative Agent shall distribute such payment to the applicable Issuing Bank or, to the extent that Lenders have made payments pursuant to this paragraph to reimburse any such Issuing Bank, then to such Lenders and such Issuing Bank as their interests may appear. Any payment made by a Lender pursuant to this paragraph to reimburse any Issuing 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 any the Borrower of its obligation to reimburse such LC DisbursementDisbursement (or any shortfall resulting from a change in the applicable Spot Rate).

Reimbursement. If any the Issuing Bank shall make any LC Disbursement in respect of a Letter of Credit, the applicable Borrower shall reimburse such LC Disbursement by paying to the Applicable Administrative Agent an amount equal to such LC Disbursement, in the currency in which such LC Disbursement shall have been made, not later than 12:00 noon, Local Time, noon 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., Local Time, a.m. 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, Local Time, noon on (Ai) the Business Day that the Borrower receives such notice, if such notice is received prior to 10:00 a.m., Local Time, a.m. on the day of receipt, or (Bii) the Business Day immediately following the day that the Borrower receives such notice, if such notice is not received prior to such time on such date; provided that the day of receiptBorrower may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.02 that such payment be financed with an ABR Revolving Loan or Swingline Loan in an equivalent amount and, to the extent so financed, the Borrower’s obligations to make such payment shall be discharged and replaced by the resulting ABR Revolving Loan or Swingline Loan. If the Borrower fails to make such payment when due thendue, the Applicable Administrative Agent shall notify each Revolving Lender of the applicable LC Disbursement, the payment then due from the Borrower in respect thereof and such Revolving Lender’s Applicable Commitment Percentage thereof. Promptly following receipt of such notice, each Revolving Lender shall pay to the Applicable Administrative Agent its Applicable Commitment Percentage of the payment then due from the applicable Borrower due, in the same manner as provided in Section 2.07 2.02 with respect to Loans made by such Revolving Lender (and Section 2.07 2.02 shall apply, mutatis mutandis, to the payment obligations of the Revolving Lenders), and the Applicable Administrative Agent shall promptly pay to the applicable Issuing Bank the amounts so received by it from the Revolving Lenders. Promptly following receipt by the Applicable Administrative Agent of any payment from any the Borrower pursuant to this paragraph, the Applicable Administrative Agent shall distribute such payment to the applicable Issuing Bank or, to the extent that Revolving Lenders have made payments pursuant to this paragraph to reimburse any the Issuing Bank, then to such Revolving Lenders and such the Issuing Bank as their interests may appear. Any payment made by a Revolving Lender pursuant to this paragraph to reimburse any the Issuing 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 any the Borrower of its obligation obligations to reimburse such LC Disbursement.

Reimbursement. If any an Issuing Bank shall make any LC Disbursement in respect of a Letter of Credit, the applicable Borrower shall reimburse such LC Disbursement by paying to the Applicable Administrative Agent an amount equal to such LC Disbursement, in the currency in which such LC Disbursement shall have been made, not later than 12:00 noon, Local TimeCentral 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., Local TimeCentral 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 12:00 noon, Local TimeCentral time, on (Ai) the Business Day that the Borrower receives such notice, if such notice is received prior to 10:00 a.m., Local TimeCentral time, on the day of receipt, or (Bii) the Business Day immediately following the day that the Borrower receives such notice, if such notice is not received prior to such time on the day of receipt; provided that the Borrower may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.5.1 that such payment be financed with a Base Rate Loan in an equivalent amount and, to the extent so financed, the Borrower’s obligation to make such payment shall be discharged and replaced by the resulting Borrowing. If the Borrower fails to make such payment when due thendue, the Applicable Administrative Agent shall notify each Lender of the applicable LC Disbursement, the payment then due from the Borrower in respect thereof and such Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Lender shall pay to the Applicable Administrative Agent its Applicable Percentage of the payment then due from the applicable Borrower Borrower, in the same manner as provided in Section 2.07 with respect to Revolving Loans made by such Lender (and Section 2.07 shall apply, mutatis mutandis, to the payment obligations of the Lenders)Lender, and the Applicable Administrative Agent shall promptly pay to the applicable such Issuing Bank the amounts so received by it from the Lenders. Promptly following receipt by the Applicable Administrative Agent of any payment from any the Borrower pursuant to this paragraph, the Applicable Administrative Agent shall distribute such payment to the applicable such Issuing Bank or, to the extent that Lenders have made payments pursuant to this paragraph to reimburse any such Issuing Bank, then to such Lenders and such the Issuing Bank as their interests may appear. Any payment made by a Lender pursuant to this paragraph to reimburse any such Issuing Bank for any LC Disbursement (other than the funding of Base Rate Loans pursuant to Section 2.5.1 as contemplated above) shall not constitute a Loan and shall not relieve any the Borrower of its obligation to reimburse such LC Disbursement.

Reimbursement. If any the Issuing Bank shall make any LC Disbursement in respect of a Letter of Credit, the applicable Borrower shall reimburse such LC Disbursement by paying to the Applicable Administrative Agent in Dollars the Dollar Amount equal to such LC Disbursement, calculated as of the date the Issuing Bank made such LC Disbursement (or if the Issuing Bank shall so elect in its sole discretion by notice to the Borrower, in such other Agreed Currency which was paid by the Issuing Bank pursuant to such LC Disbursement in an amount equal to such LC Disbursement, in the currency in which such LC Disbursement shall have been made, ) not later than 12:00 noon, Local 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., Local 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 12:00 noon, Local Time, on (A) the Business Day that the Borrower receives such notice, if such notice is received prior to 10:00 a.m., Local Time, on the day of receipt, or (B) the Business Day immediately following the day that the Borrower receives such notice, if such notice is not received prior to such time on the day of receipt; provided that, if such LC Disbursement is not less than the Dollar Amount of $1,000,000, the Borrower may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.03 or 2.05 that such payment be financed with an ABR Revolving Borrowing or Swingline Loan in an equivalent Dollar Amount of such LC Disbursement and, to the extent so financed, the Borrower’s obligation to make such payment shall be discharged and replaced by the resulting ABR Revolving Borrowing or Swingline Loan. If the Borrower fails to make such payment when due thendue, the Applicable Administrative Agent shall notify each Applicable Lender of the applicable LC Disbursement, the payment then due from the Borrower in respect thereof and such Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Applicable Lender shall pay to the Applicable Administrative Agent its Applicable Percentage of the payment then due from the applicable Borrower Borrower, in the same manner as provided in Section 2.07 with respect to Loans made by such Lender (and Section 2.07 shall apply, mutatis mutandis, to the payment obligations of the Applicable Lenders), and the Applicable Administrative Agent shall promptly pay to the applicable Issuing Bank the amounts so received by it from the Applicable Lenders. Promptly following receipt by the Applicable Administrative Agent of any payment from any the Borrower pursuant to this paragraph, the Applicable Administrative Agent shall distribute such payment to the applicable Issuing Bank or, to the extent that Applicable Lenders have made payments pursuant to this paragraph to reimburse any the Issuing Bank, then to such Lenders and such the Issuing Bank as their interests may appear. Any payment made by a an Applicable Lender pursuant to this paragraph to reimburse any the Issuing 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 any the Borrower of its obligation to reimburse such LC Disbursement. If the Borrower’s reimbursement of, or obligation to reimburse, any amounts in any Foreign Currency would subject the Administrative Agent, the Issuing Bank or any Multicurrency Tranche Lender to any stamp duty, ad valorem charge or similar tax that would not be payable if such reimbursement were made or required to be made in Dollars, the Borrower shall, at its option, either (x) pay the amount of any such tax requested by the Administrative Agent, the Issuing Bank or the relevant Multicurrency Tranche Lender or (y) reimburse each LC Disbursement made in such Foreign Currency in Dollars, in an amount equal to the Equivalent Amount, calculated using the applicable exchange rates, on the date such LC Disbursement is made, of such LC Disbursement.

Reimbursement. If any Issuing Bank the Issuer shall make any LC Disbursement in respect of a Letter of Credit, the applicable Relevant Borrower shall reimburse such LC Disbursement by paying to the Applicable Administrative Agent at its Office an amount in the applicable Designated Currency equal to such LC Disbursement, in the currency in which such LC Disbursement shall have been made, not later than 12:00 noonNoon, Local TimeNew York 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., Local 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 12:00 noon, Local Time, on (A) the Business Day that the Borrower receives such notice, if such notice is received prior to 10:00 a.m., Local Time, on the day of receipt, or (B) the Business Day immediately following the day that the Parent or Relevant Borrower receives notice of such noticeLC Disbursement; provided that if the amount to be reimbursed is denominated in Dollars, if the Parent or Relevant Borrower may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.03 that such notice is not received prior payment be financed with Base Rate Option Revolving Credit Loans in an equivalent amount and, to the extent so financed, the Relevant Borrower’s obligation to make such time on payment shall be discharged and replaced by the day of receiptresulting Revolving Credit Loans. If the Relevant Borrower fails to make such payment when due thendue, the Applicable Administrative Agent shall notify each Lender of the applicable LC Disbursement, the payment then due from the Relevant Borrower in respect thereof and such Lender’s Applicable Commitment Percentage thereof. Promptly (and in any event within one Business Day) following receipt of such notice, each Lender shall pay to the Applicable Administrative Agent its Applicable Commitment Percentage of the payment then due from the applicable Relevant Borrower in the same manner as provided in Section 2.07 2.03(a) with respect to Revolving Credit Loans made by such Lender (and Section 2.07 shall apply, mutatis mutandis, to the payment obligations of the Lenders)Lender, and the Applicable Administrative Agent shall promptly pay to the applicable Issuing Bank Issuer the amounts so received by it from the Lenders. Any amount due from a Lender pursuant to the preceding sentence but not timely paid shall accrue interest for the account of the Issuer at a rate per annum equal to the Federal Funds Effective Rate for the first three days and thereafter at a rate of interest equal to the rate applicable to the Base Rate Portion. Promptly following receipt by the Applicable Administrative Agent of any payment from any the Relevant Borrower pursuant to this paragraph, the Applicable Administrative Agent shall distribute such payment to the applicable Issuing Bank Issuer or, to the extent that Lenders have made payments pursuant to this paragraph to reimburse any Issuing Bankthe Issuer, then to such Lenders and such Issuing Bank the Issuer as their interests may appear. Any payment made by a Lender pursuant to this paragraph to reimburse any Issuing Bank the Issuer for any LC Disbursement (other than the funding of Revolving Credit Loans as contemplated above) shall not constitute a Revolving Credit Loan and shall not relieve any the Relevant Borrower of its obligation to reimburse such LC Disbursement.

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

Reimbursement. If any Issuing Bank shall make any LC Disbursement in respect of a Letter of Credit, the applicable Borrower shall reimburse such LC Disbursement by paying to the Applicable Agent Issuing Bank (with notice to the Administrative Agent) an amount equal to such LC Disbursement, in the currency in which such LC Disbursement shall have been made, not later than 12:00 noon, Local Timelocal time (with respect to such Issuing Bank), 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., Local Timelocal time (with respect to such Issuing Bank), 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, Local Timelocal time (with respect to such Issuing Bank), on (A) the Business Day that the Borrower receives such notice, if such notice is received prior to 10:00 a.m., Local Time, on the day of receipt, or (B) the Business Day immediately following the day that the Borrower receives such notice, if such notice is not received prior to such time on the day of receipt; provided that the Borrower may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.4 that such payment be financed with an ABR Borrowing in an equivalent amount and, to the extent so financed, the Borrower's obligation to make such payment shall be discharged and replaced by the resulting ABR Borrowing. If the Borrower fails to make such payment when due thendue, the Applicable Administrative Agent shall notify each Lender of the applicable LC Disbursement, the payment then due from the Borrower in respect thereof and such Lender’s 's Applicable Percentage thereof. Promptly following receipt of such notice, each Lender shall pay to the Applicable Administrative Agent its Applicable Percentage of the payment then due from the applicable Borrower Borrower, in the same manner as provided in Section 2.07 2.6 with respect to Loans made by such Lender (and Section 2.07 2.6 shall apply, mutatis mutandis, to the payment obligations of the Lenders), and the Applicable Administrative Agent shall promptly pay to the applicable Issuing Bank the amounts so received by it from the Lenders. Promptly following receipt by the Applicable Administrative Agent of any payment from any the Borrower pursuant to this paragraph, the Applicable Administrative Agent shall distribute such payment to the applicable Issuing Bank or, to the extent that Lenders have made payments LOAN AGREEMENT pursuant to this paragraph to reimburse any the Issuing Bank, then to such Lenders and such the Issuing Bank as their interests may appear. Any payment made by a Lender pursuant to this paragraph to reimburse any the Issuing Bank for any LC Disbursement (other than the funding of ABR Loans as contemplated above) shall not constitute a Loan and shall not relieve any the Borrower of its obligation to reimburse such LC Disbursement.

Reimbursement. If any an Issuing Bank shall make any LC Disbursement in respect of a Letter of Credit, the applicable Borrower for the account of which such Letter of Credit was issued, severally and not jointly with the other Borrower, shall reimburse such LC Disbursement by paying to the Applicable Agent an amount equal to such LC Disbursement, in the currency in which such LC Disbursement shall have been made, not later than 12:00 noon, Local TimeNew York City time, on the date that such LC Disbursement is made, if the such Borrower shall have received notice of such LC Disbursement prior to 10:00 a.m., Local TimeNew York City time, on such date, or, if such notice has not been received by the such Borrower prior to such time on such date, then not later than 12:00 noon, Local TimeNew York City time, on (Ai) the Business Day that the on which such Borrower receives such notice, if such notice is received prior to 10:00 a.m., Local TimeNew York City time, on the day of receipt, or (Bii) the Business Day immediately following the day that the on which such Borrower receives such notice, if such notice is not received prior to such time on the day of receipt; provided that, if such LC Disbursement is not less than $1,000,000, such Borrower may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.1 that such payment be financed with a Floating Rate Advance to such Borrower in an equivalent amount and, to the extent so financed, such Borrower’s obligation to make such payment shall be discharged and replaced by the resulting Floating Rate Advance. If the such Borrower fails to make such payment when due thendue, the Applicable Agent shall notify each Lender of the applicable LC Disbursement, the payment then due from the such Borrower in respect thereof and such Lender’s Applicable Percentage Pro Rata Share thereof. Promptly following receipt of such notice, each Lender shall pay to the Applicable Agent its Applicable Percentage Pro Rata Share of the payment then due from the applicable Borrower such Borrower, in the same manner as provided in Section 2.07 2.9 with respect to Loans made by such Lender (and Section 2.07 2.9 shall apply, mutatis mutandis, to the payment obligations of the Lenders), and the Applicable Agent shall promptly pay to the applicable such Issuing Bank the amounts so received by it from the Lenders. Promptly following receipt by the Applicable Agent of any payment from any such Borrower pursuant to this paragraph, the Applicable Agent shall distribute such payment to the applicable such Issuing Bank or, to the extent that Lenders have made payments pursuant to this paragraph to reimburse any such Issuing Bank, then to such Lenders and such Issuing Bank as their interests may appear. Any payment made by a Lender pursuant to this paragraph to reimburse any an Issuing Bank for any LC Disbursement (other than the funding of a Floating Rate Advance as contemplated above) shall not constitute a Loan and shall not relieve any such Borrower of its obligation to reimburse such LC Disbursement.

Reimbursement. If any the Issuing Bank Lender shall make any LC Disbursement in respect of a Letter of Credit, the applicable Borrower shall reimburse the Issuing Lender in respect of such LC Disbursement by paying to the Applicable Administrative Agent an amount equal to such LC Disbursement, in the currency in which such LC Disbursement shall have been made, not later than 12:00 noon, Local 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., Local 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 12:00 noon, Local Time, 1:00 p.m. (New York time) on (Ai) the Business Day that the Borrower receives notice of such noticeLC Disbursement, if such notice is received prior to 10:00 a.m., Local Time, on the day of receipt, 11:00 a.m. (New York time) or (Bii) the Business Day immediately following the day that the Borrower receives such notice, if such notice is not received prior to such time time; provided that, anything contained in this Agreement to the contrary notwithstanding, (A) unless the Borrower shall have notified Administrative Agent and such Issuing Lender prior to 1:00 P.M. (New York City time) on the date on which the Borrower is obligated to reimburse such Issuing Lender in respect of such LC Disbursement (the “Reimbursement Date”) that the Borrower intends to reimburse such Issuing Lender for the amount of such payment with funds other than the proceeds of a Base Rate Borrowing, the Borrower shall be deemed to have delivered an irrevocable Borrowing Request to Administrative Agent containing all of the representations set forth in Exhibit A requesting Lenders to make Base Rate Loans on the Business Day following the Reimbursement Date in an amount equal to the amount of the payment and (B) subject to satisfaction or written waiver of the conditions specified in Section 1.1 and 5.3 in accordance with the terms thereof, Lenders shall, on the Reimbursement Date, make Base Rate Loans in the amount of such payment, the proceeds of which shall be applied directly by Administrative Agent to reimburse such Issuing Lender for the amount of such payment; provided, further, that no Potential Default or Event of Default shall be deemed to exist by reason of a failure of the Borrower to reimburse such Issuing Lender pending the making of such Loans in accordance with the terms hereof, including the prior satisfaction or written waiver of the conditions specified in Section 1.1 and 5.3 in accordance with the terms thereof; and provided, further that, if for any reason proceeds of Loans are not received by such Issuing Lender on the Reimbursement Date in an amount equal to the amount of such payment, the Borrower shall immediately reimburse such Issuing Lender, on demand, in an amount in same day funds equal to the excess of receiptthe amount of such payment over the aggregate amount of such Loans, if any, which are so received. If the Borrower fails to make such payment when due thendue, the Applicable Administrative Agent shall notify each Lender of the applicable LC Disbursement, the payment then due from the Borrower in respect thereof and such Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each The Issuing Lender shall pay to promptly notify the Applicable Administrative Agent its Applicable Percentage upon the making of the payment then due from the applicable Borrower in the same manner as provided in Section 2.07 with respect to Loans made by such Lender (and Section 2.07 shall apply, mutatis mutandis, to the payment obligations of the Lenders), and the Applicable Agent shall promptly pay to the applicable Issuing Bank the amounts so received by it from the Lenders. Promptly following receipt by the Applicable Agent of any payment from any Borrower pursuant to this paragraph, the Applicable Agent shall distribute such payment to the applicable Issuing Bank or, to the extent that Lenders have made payments pursuant to this paragraph to reimburse any Issuing Bank, then to such Lenders and such Issuing Bank as their interests may appear. Any payment made by a Lender pursuant to this paragraph to reimburse any Issuing Bank for any LC Disbursement shall not constitute a Loan and shall not relieve any Borrower of its obligation to reimburse such each LC Disbursement.

Reimbursement. If any the Issuing Bank that issued a Letter of Credit shall make any LC Disbursement in respect of a such Letter of Credit, the applicable Borrower shall reimburse such LC Disbursement by paying to the Applicable Administrative Agent an amount equal to such LC Disbursement, in the currency in which such LC Disbursement shall have been made, in dollars not later than 12:00 noon, Local TimeNew York 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., Local TimeNew York 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 12:00 noon, Local TimeNew York time, on (A) the Business Day that the Borrower receives such notice, if such notice is received prior to 10:00 a.m., Local Time, on the day of receipt, or (B) the Business Day immediately following the day that the Borrower receives such notice, if such notice is not received prior to such time on the day of receipt; provided that the Borrower may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.03 that such payment be financed with an ABR Revolving Borrowing in an equivalent amount of such LC Disbursement and, to the extent so financed, the Borrower’s obligation to make such payment shall be discharged and replaced by the resulting ABR Revolving Borrowing. If the Borrower fails to make such payment when due thendue, the Applicable Administrative Agent shall notify each Revolving Lender (other than the Issuing Bank that issued such Letter of Credit) of the applicable LC Disbursement, the payment then due from the Borrower in respect thereof and such Lender’s Applicable Revolving Percentage thereof. Promptly following receipt of such notice, each such Revolving Lender shall pay to the Applicable Administrative Agent its Applicable Revolving Percentage of the payment then due from the applicable Borrower Borrower, in the same manner as provided in Section 2.07 2.06 with respect to Revolving Loans made by such Lender (and Section 2.07 2.06 shall apply, mutatis mutandis, to the payment obligations of the such Revolving Lenders), and the Applicable Administrative Agent shall promptly pay to the applicable Issuing Bank that issued such Letter of Credit the amounts so received by it from the such Revolving Lenders. Promptly following receipt by the Applicable Administrative Agent of any payment from any the Borrower pursuant to this paragraph, the Applicable Administrative Agent shall distribute such payment to the applicable Issuing Bank that issued a Letter of Credit or, to the extent that Revolving Lenders have made payments pursuant to this paragraph to reimburse any such Issuing Bank, then to such Revolving Lenders and such Issuing Bank as their interests may appear. Any payment made by a Revolving Lender pursuant to this paragraph to reimburse any the Issuing Bank that issued a Letter of Credit for any LC Disbursement (other than the funding of ABR Revolving Loans as contemplated above) shall not constitute a Loan and shall not relieve any the Borrower of its obligation to reimburse such LC Disbursement.

Reimbursement. If any the Issuing Bank shall make any LC Disbursement in respect of a Letter of Credit, the applicable Borrower shall reimburse such LC Disbursement by paying to the Applicable Administrative Agent in Dollars the Dollar Amount equal to such LC Disbursement, calculated as of the date the Issuing Bank made such LC Disbursement (or if the Issuing Bank shall so elect in its sole discretion by notice to the Borrower, in such other Agreed Currency which was paid by the Issuing Bank pursuant to such LC Disbursement in an amount equal to such LC Disbursement, in the currency in which such LC Disbursement shall have been made, ) not later than 12:00 noon, Local 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., Local 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 12:00 noon, Local Time, on (A) the Business Day that the Borrower receives such notice, if such notice is received prior to 10:00 a.m., Local Time, on the day of receipt, or (B) the Business Day immediately following the day that the Borrower receives such notice, if such notice is not received prior to such time on the day of receipt; provided that, if such LC Disbursement is not less than the Dollar Amount of $1,000,000, the Borrower may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.03 or 2.05 that such payment be financed with an ABR Revolving Borrowing or Swingline Loan in an equivalent Dollar Amount of such LC Disbursement and, to the extent so financed, the Borrower’s obligation to make such payment shall be discharged and replaced by the resulting ABR Revolving Borrowing or Swingline Loan. If the Borrower fails to make such payment when due thendue, the Applicable Administrative Agent shall notify each Lender of the applicable LC Disbursement, the payment then due from the Borrower in respect thereof and such Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Lender shall pay to the Applicable Administrative Agent its Applicable Percentage of the payment then due from the applicable Borrower Borrower, in the same manner as provided in Section 2.07 with respect to Loans made by such Lender (and Section 2.07 shall apply, mutatis mutandis, to the payment obligations of the Lenders), and the Applicable Administrative Agent shall promptly pay to the applicable Issuing Bank the amounts so received by it from the Lenders. Promptly following receipt by the Applicable Administrative Agent of any payment from any the Borrower pursuant to this paragraph, the Applicable Administrative Agent shall distribute such payment to the applicable Issuing Bank or, to the extent that Lenders have made payments pursuant to this paragraph to reimburse any the Issuing Bank, then to such Lenders and such the Issuing Bank as their interests may appear. Any payment made by a Lender pursuant to this paragraph to reimburse any the Issuing 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 any the Borrower of its obligation to reimburse such LC Disbursement. If the Borrower’s reimbursement of, or obligation to reimburse, any amounts in any Foreign Currency would subject the Administrative Agent, the Issuing Bank or any Lender to any stamp duty, ad valorem charge or similar tax that would not be payable if such reimbursement were made or required to be made in Dollars, the Borrower shall, at its option, either (x) pay the amount of any such tax requested by the Administrative Agent, the Issuing Bank or the relevant Lender or (y) reimburse each LC Disbursement made in such Foreign Currency in Dollars, in an amount equal to the Equivalent Amount, calculated using the applicable exchange rates, on the date such LC Disbursement is made, of such LC Disbursement.

Reimbursement. If any Issuing Bank Within [***] after the Effective Date, RogCon shall make any LC Disbursement prepare and provide to Praxis (a) a written report which details the Research and Development activities performed in respect of a Letter of Credit, the applicable Borrower shall reimburse such LC Disbursement by paying relation to Product prior to the Applicable Agent Effective Date, and an accounting of all out-of-pocket costs incurred by RogCon in connection therewith, along with reasonable supporting documentation with respect thereto and (b) an invoice for the amount equal of the out-of-pocket costs specified in such report. In addition, within [***] after the end of every calendar month during the Term during which RogCon performs RogCon Activities, RogCon shall prepare and provide to Praxis (i) a written report which details the activities performed and an accounting of all out-of-pocket costs incurred by RogCon in performing such LC Disbursement, activities in the currency prior calendar month, along with reasonable supporting documentation with respect thereto and (ii) an invoice for the amount of the out-of-pocket costs specified in which such LC Disbursement report. All undisputed costs within the aforementioned invoices shall be paid by Praxis in accordance with Section 4.2.2. Praxis will have been madethe right to have an independent certified public accounting firm of internationally recognized standing, not later than 12:00 noonreasonably acceptable to RogCon, Local Timehave access during normal business hours, on the date that such LC Disbursement is made, if the Borrower shall have received notice of such LC Disbursement and upon reasonable prior to 10:00 a.m., Local 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 12:00 noon, Local Time, on (A) the Business Day that the Borrower receives such written notice, if such notice is received prior to 10:00 a.m., Local Time, on RogCon’s records as may be reasonably necessary to verify the day accuracy of receipt, out-of-pocket costs reimbursable or (B) the Business Day immediately following the day that the Borrower receives such notice, if such notice is not received prior to such time on the day of receipt. If the Borrower fails to make such payment when due then, the Applicable Agent shall notify each Lender of the applicable LC Disbursement, the payment then due from the Borrower in respect thereof and such Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Lender shall pay to the Applicable Agent its Applicable Percentage of the payment then due from the applicable Borrower in the same manner as provided in Section 2.07 with respect to Loans made reimbursed by such Lender (and Section 2.07 shall apply, mutatis mutandis, to the payment obligations of the Lenders), and the Applicable Agent shall promptly pay to the applicable Issuing Bank the amounts so received by it from the Lenders. Promptly following receipt by the Applicable Agent of any payment from any Borrower Praxis pursuant to this paragraphSection 4.1.3 for any calendar month, Calendar Quarter or Calendar Year within the Applicable Agent shall distribute preceding [***]; provided, however, that Praxis will not have the right to conduct more than [***] such payment audit in any Calendar Year. The accounting firm will disclose to Praxis only whether the applicable Issuing Bank or, to the extent that Lenders have made payments invoiced out-of-pocket expenses reimbursed or reimbursable pursuant to this paragraph Section 4.1.3 are correct and the details of any discrepancies. Praxis will bear the cost of such audit unless the audit reveals an underreporting of more than the greater of [***] of amounts paid or payable to RogCon over an applicable Calendar Year, in which case RogCon will promptly reimburse any Issuing Bankthe cost of the audit. If, then based on the results of such audit, amounts were overpaid by Praxis to RogCon, RogCon will issue to Praxis a credit in the amount of such Lenders overpayment, which credit may be applied against future royalty payments owed by Praxis to RogCon under this Agreement. Praxis and such Issuing Bank as their interests may appear. Any payment made by a Lender pursuant its accounting firm will treat the financial information subject to review under this paragraph to reimburse any Issuing Bank for any LC Disbursement shall not constitute a Loan and shall not relieve any Borrower Section 4.1.3 in accordance with the confidentiality provisions of its obligation to reimburse such LC DisbursementARTICLE 10.

Reimbursement. If any the Issuing Bank shall make any LC Disbursement in respect of a Letter of Credit shall make any L/C Disbursement in respect of such Letter of Credit, the applicable Borrower Borrowers shall reimburse such LC L/C Disbursement by paying to the Applicable Administrative Agent an amount equal to such LC DisbursementL/C Disbursement (i) prior to the close of business, in the currency in which such LC Disbursement shall have been madeNew York, not later than 12:00 noon, Local TimeNew York time, on the date Business Day that such LC L/C Disbursement is made, if the Borrower Borrowers shall have received notice of such LC L/C Disbursement prior to 10:00 11:00 a.m., Local TimeNew York, on such dateNew York time, or, or (ii) if such notice has not been received by the Borrower Borrowers prior to such time on such date11:00 a.m., New York, New York time, then not later than 12:00 noonprior to the close of business, Local TimeNew York, New York time, on (A) the Business Day that the Borrower receives such notice, if such notice is received prior to 10:00 a.m., Local Time, on the day of receipt, or (B) the Business Day immediately following the day that the Borrower receives Borrowers receive such notice; provided that, if such notice L/C Disbursement is not received prior less than $1,000,000, the Borrowers may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.04 that such time on payment be financed with an ABR Borrowing in an equivalent amount and, to the day of receiptextent so financed, the Borrowers’ obligation to make such payment shall be discharged and replaced by the resulting ABR Loan. If the Borrower fails Borrowers fail to make such payment when due thendue, the Applicable Administrative Agent shall notify each Revolving Lender of the applicable LC L/C Disbursement, the payment then due from the Borrower Borrowers in respect thereof and such Revolving Lender’s Revolving Applicable Percentage thereof. Promptly following receipt of such notice, each such Revolving Lender shall pay to the Applicable Administrative Agent its Revolving Applicable Percentage of the payment then due from the applicable Borrower Borrowers, in the same manner as provided in Section 2.07 2.06 with respect to Loans made by such Revolving Lender (and Section 2.07 2.06 shall apply, mutatis mutandis, to the payment obligations of the such Revolving Lenders), and the Applicable Administrative Agent shall promptly pay to the applicable Issuing Bank the amounts so received by it from the such Revolving Lenders. Promptly following receipt by the Applicable Administrative Agent of any payment from any Borrower the Borrowers pursuant to this paragraph, the Applicable Administrative Agent shall distribute such payment to the applicable Issuing Bank or, to the extent that Revolving Lenders have made payments pursuant to this paragraph to reimburse any the Issuing Bank, then to such Revolving Lenders and such the Issuing Bank as their interests may appear. Any payment made by a Revolving Lender pursuant to this paragraph to reimburse any the Issuing 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 any Borrower the Borrowers of its their obligation to reimburse such LC L/C Disbursement.

Reimbursement. If any an Issuing Bank shall make any LC Disbursement in respect of a Letter of Credit, the applicable Borrower for the account such Letter of Credit was issued, severally and not jointly with the other Borrower, shall reimburse such LC Disbursement by paying to the Applicable Agent an amount equal to such LC Disbursement, in the currency in which such LC Disbursement shall have been made, not later than 12:00 noon, Local TimeNew York City time, on the date that such LC Disbursement is made, if the such Borrower shall have received notice of such LC Disbursement prior to 10:00 a.m., Local TimeNew York City time, on such date, or, if such notice has not been received by the such Borrower prior to such time on such date, then not later than 12:00 noon, Local TimeNew York City time, on (Ai) the Business Day that the such Borrower receives such notice, if such notice is received prior to 10:00 a.m., Local TimeNew York City time, on the day of receipt, or (Bii) the Business Day immediately following the day that the such Borrower receives such notice, if such notice is not received prior to such time on the day of receipt; provided that, if such LC Disbursement is not less than $1,000,000, such Borrower may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.1 or 2.5 that such payment be financed with a Floating Rate Advance or a Swingline Loan to such Borrower in an equivalent amount and, to the extent so financed, such Borrower’s obligation to make such payment shall be discharged and replaced by the resulting Floating Rate Advance or Swingline Loan. If the such Borrower fails to make such payment when due thendue, the Applicable Agent shall notify each Lender of the applicable LC Disbursement, the payment then due from the such Borrower in respect thereof and such Lender’s Applicable Percentage Pro Rata Share thereof. Promptly following receipt of such notice, each Lender shall pay to the Applicable Agent its Applicable Percentage Pro Rata Share of the payment then due from the applicable Borrower such Borrower, in the same manner as provided in Section 2.07 2.11 with respect to Loans made by such Lender (and Section 2.07 2.11 shall apply, mutatis mutandis, to the payment obligations of the Lenders), and the Applicable Agent shall promptly pay to the applicable such Issuing Bank the amounts so received by it from the Lenders. Promptly following receipt by the Applicable Agent of any payment from any such Borrower pursuant to this paragraph, the Applicable Agent shall distribute such payment to the applicable such Issuing Bank or, to the extent that Lenders have made payments pursuant to this paragraph to reimburse any such Issuing Bank, then to such Lenders and such Issuing Bank as their interests may appear. Any payment made by a Lender pursuant to this paragraph to reimburse any an Issuing Bank for any LC Disbursement (other than the funding of a Floating Rate Advance or a Swingline Loan as contemplated above) shall not constitute a Loan and shall not relieve any such Borrower of its obligation to reimburse such LC Disbursement.

Reimbursement. If any an Issuing Bank shall make any LC Disbursement in respect of a Letter of Credit, the applicable Borrower shall reimburse such LC Disbursement by paying to the Applicable Administrative Agent an amount equal to such LC Disbursement, Disbursement in the currency in which such LC Disbursement shall have been made, thereof not later than 12:00 noon4:00 p.m., Local Time, on New York City time one Business Day after the date that such LC Disbursement is made, if the Lead Borrower shall have received receives written notice of such LC Disbursement prior to 10:00 a.m., Local 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 12:00 noon, Local Time, on (A) the Business Day that the Borrower receives such noticeDisbursement, if such notice is received prior to 10:00 a.m.by the Lead Borrower on or before 12:00 noon, Local Time, on New York City time or two Business Days after the day of receipt, or (B) the Business Day immediately following the day that the Lead Borrower receives written notice of such noticeLC Disbursement, if such written notice is not received prior by the Lead Borrower after 12:00 noon, New York City time; provided that the applicable Borrower may, subject to the conditions set forth in Section 4.02, request that such time on payment be financed with a Loan (including a Swingline Loan) in Dollars (or in Euros, as applicable, for Euro-denominated Letters of Credit) in an amount equal to the day Dollar Equivalent (unless in Euros and to be reimbursed as such) of receiptsuch payment and, to the extent so financed, the applicable Borrower’s obligation to make such payment shall be discharged and replaced by the resulting Loan or Swingline Loan. If the applicable Borrower fails to make such payment when due thendue, the Applicable Administrative Agent shall notify each Lender of the applicable LC Disbursement, the payment then due from the Lead Borrower in respect thereof and such Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Lender shall pay to the Applicable Administrative Agent its Applicable Percentage of the payment then due from the applicable Borrower Borrower, in the applicable currency and in the same manner as provided in Section 2.07 2.06 with respect to Loans made by such Lender (and Section 2.07 2.06 shall apply, mutatis mutandis, to the payment obligations of the LendersLenders pursuant to this clause (f)), and the Applicable Administrative Agent shall promptly pay remit to the applicable Issuing Bank the amounts so received by it from the Lenders; provided that if such LC Disbursement is denominated in an Approved Letter of Credit Foreign Currency or an Alternative Currency (other than Euros), such payment shall be made in Dollars in the Dollar Equivalent thereof). Promptly following receipt by the Applicable Administrative Agent of any payment from any or on behalf of the applicable Borrower pursuant to this paragraph, the Applicable Administrative Agent shall distribute such payment to the applicable Issuing Bank or, to the extent that Lenders have made payments pursuant to this paragraph clause (f) to reimburse any such Issuing Bank, then to such Lenders and such Issuing Bank as their interests may appear. Any payment made by a Lender pursuant to this paragraph to reimburse any Issuing Bank for any LC Disbursement (other than the funding of an ABR Loan as contemplated above) shall not constitute a Loan and shall not relieve any the applicable Borrower of its obligation to reimburse such LC Disbursement.

Reimbursement. If any an Issuing Bank shall make any LC Disbursement in respect of a Letter of Credit, the applicable Borrower shall reimburse such LC Disbursement by paying to the Applicable Administrative Agent an amount equal to such LC Disbursement, in the currency in which such LC Disbursement shall have been made, not later than 12:00 noon1:00 p.m., Local Time, on the date that such LC Disbursement is made, if the applicable Borrower shall have received notice of such LC Disbursement prior to 10:00 a.m., Local Time, on such date, or, if such notice has not been received by the applicable Borrower prior to such time on such date, then not later than 12:00 noon1:00 p.m., Local Time, on (A) the Business Day that the Borrower receives such notice, if such notice is received prior to 10:00 a.m., Local Time, on the day of receipt, or (B) the Business Day immediately following the day that the applicable Borrower receives such notice; provided that, if such notice LC Disbursement is not received prior less than the Equivalent Amount of $100,000, the applicable Borrower may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.03 that such time on payment be financed with an ABR Revolving Borrowing in the day Dollar Amount of receipt. If such LC Disbursement and, to the Borrower fails extent so financed, the applicable Borrower’s obligation to make such payment shall be discharged and replaced by the resulting ABR Revolving Borrowing. If any reimbursement required pursuant to the previous sentence is not made when due thendue, the Applicable Administrative Agent shall notify each Lender of the applicable LC Disbursement, the payment then due from the applicable Borrower in respect thereof and such Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Lender shall pay to the Applicable Administrative Agent its Applicable Percentage of the payment then due from the applicable Borrower Borrower, in the same manner as provided in Section 2.07 with respect to Loans made by such Lender (and Section 2.07 shall apply, mutatis mutandis, to the payment obligations of the Lenders), and the Applicable Administrative Agent shall promptly pay to the applicable Issuing Bank the amounts so received by it from the Lenders. Any amount funded by the Lenders under this Section 2.06(e) shall be deemed to be an ABR Revolving Borrowing in the amount of such funding and shall satisfy the Borrowers’ obligation with respect to such LC Disbursement. Promptly following receipt by the Applicable Administrative Agent of any payment from any Borrower pursuant to this paragraph, the Applicable Administrative Agent shall distribute such payment to the applicable Issuing Bank or, to the extent that Lenders have made payments pursuant to this paragraph to reimburse any such Issuing Bank, then to such Lenders and such Issuing Bank as their interests may appear. Any payment made by a Lender pursuant to this paragraph to reimburse any an Issuing 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 any Borrower of its obligation to reimburse such LC Disbursement. If any Borrower’s reimbursement of, or obligation to reimburse, any amounts in any Foreign Currency would subject the Administrative Agent, any Issuing Bank or any Lender to any stamp duty, ad valorem charge or similar tax that would not be payable if such reimbursement were made or required to be made in U.S. Dollars, LMI shall, at its option, either (x) pay the amount of any such tax requested by the Administrative Agent, such Issuing Bank or the relevant Lender or (y) reimburse each LC Disbursement made in such Foreign Currency in U.S. Dollars, in an amount equal to the Dollar Amount, calculated using the applicable exchange rates, on the date such LC Disbursement is made, of such LC Disbursement.

Reimbursement. If any Issuing Bank the LC Issuer shall make any LC Disbursement in respect of a Letter of Credit, the applicable Borrower shall reimburse such LC Disbursement by paying to the Applicable Administrative Agent an amount equal to such LC Disbursement, in the currency in which such LC Disbursement shall have been made, not later than 12:00 noon, Local TimeNew York City time, on the Business Day next following the date that such LC Disbursement is made, if the Borrower shall have received notice of such LC Disbursement prior drawing is given to 10:00 a.m., Local Time, on such date, or, if the Borrower (any such notice has not been received after 1:00 p.m., New York City time, shall be deemed received by the Borrower prior to such time on such datethe next Business Day); provided that, then not later than 12:00 noon, Local Time, on (A) the Business Day that the Borrower receives may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.07 or 2.11 that such noticepayment be financed with a Revolving Credit Advance which is a Floating Rate Advance or Swing Line Loan in an equivalent amount and, if to the extent so financed, the Borrower’s obligation to make such notice is received prior to 10:00 a.m., Local Time, on payment shall be discharged and replaced by the day of receipt, resulting Revolving Credit Advance or (B) the Business Day immediately following the day that the Borrower receives such notice, if such notice is not received prior to such time on the day of receiptSwing Line Loan. If the Borrower fails to make such payment reimburse an LC Disbursement when due thendue, the Applicable Administrative Agent shall notify each Lender of the applicable LC Disbursement, the payment then due from the Borrower in respect thereof and such Lender’s Applicable Percentage Pro Rata Share thereof. Promptly following receipt of such notice, each Lender shall pay to the Applicable Administrative Agent its Applicable Percentage Pro Rata Share of the payment then due from the applicable Borrower Borrower, in the same manner as provided in Section 2.07 2.11 with respect to Loans made by such Lender (and Section 2.07 Sections 2.11 and 2.21 shall apply, mutatis mutandis, to the payment obligations of the Lenders), and the Applicable Administrative Agent shall promptly pay to the applicable Issuing Bank LC Issuer the amounts so received by it from the Lenders. Promptly following receipt by the Applicable Administrative Agent of any payment from any the Borrower pursuant to this paragraph, the Applicable Administrative Agent shall distribute such payment to the applicable Issuing Bank LC Issuer or, to the extent that Lenders have made payments pursuant to this paragraph to reimburse any Issuing Bankthe LC Issuer, then to such Lenders and such Issuing Bank the LC Issuer as their interests may appear. Any payment made by a Lender pursuant to this paragraph to reimburse any Issuing Bank the LC Issuer for any LC Disbursement (other than the funding of a Revolving Credit Advance or a Swing Line Loan as contemplated above) shall not constitute a Loan and shall not relieve any the Borrower of its obligation to reimburse such LC Disbursement.

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

Reimbursement. If In the event that Tenant determines that the repair to be performed by Tenant pursuant to subparagraph (i) above is Landlord’s responsibility to repair pursuant to the terms of this Amendment, Tenant promptly shall notify Landlord of the same in Tenant’s notice delivered pursuant to subparagraph (i) above and shall provide Landlord an estimate of the cost of such work to be performed. Except in the case of an emergency, Landlord shall have the right, by notice to Tenant (which may be oral or by electronic transmission) within a reasonable period of time (but no later than 24 hours after such notice from Tenant) to inspect the Panel to verify that such repair is Landlord’s responsibility and to either approve the estimated cost of such work or, if Landlord disapproves such cost, to have Landlord’s licensed electrician who performs the repairs on Landlord’s Panels provide an estimate to perform such work on Landlord’s behalf if such vendor can perform the work at a lower cost (unless Tenant agrees to pay the cost differential between the vendors). Tenant shall have the right either to have Landlord’s licensed electrician perform the work at the lower cost or to have Tenant’s licensed electrician perform the work, in which case Landlord’s reimbursement shall not exceed the estimate provided by Landlord’s licensed electrician to perform the work. If, Tenant performs any Issuing Bank shall make any LC Disbursement in respect of a Letter of Creditrepairs that are Landlord’s responsibility pursuant to this Section, the applicable Borrower Landlord shall reimburse Tenant for its reasonable and documented third party out-of-pocket costs and expenses in performing such LC Disbursement by paying repairs (or the costs and expenses, not to exceed Landlord’s electrician’s estimate, if Tenant elects to proceed pursuant to the Applicable Agent preceding sentence) within thirty (30) days after receipt by Landlord of an amount equal invoice from Tenant which sets forth a reasonably particularized breakdown of its costs and expenses in connection with performing such repair o or replacement of the malfunctioning Panel required to restore power to the Building Systems and Tenant’s Special Needs Equipment served by the Panel (the “Repair Invoice”); provided, however, that Landlord shall not be obligated to reimburse Tenant for any repair or replacement of any Panel or restoration of power to any Building System or Tenant’s Special Needs Equipment served by the Panel to the extent made necessary by the negligent acts or willful misconduct of Tenant, its agents, employees or contractors, by Tenant’s breach of the Lease, as amended hereby, or by any malfunction or damage caused by Tenant’s equipment or Tenant’s Panels. Notwithstanding the foregoing provisions of this paragraph to the contrary, Landlord may deliver to Tenant within five (5) days after receipt of the Repair Invoice, a written objection to the payment of such LC Disbursementinvoice, setting forth with reasonable particularity Landlord’s reason for its claim that the repairs were not Landlord’s responsibility pursuant to the terms of this Amendment or, if Landlord did not approve the cost of such work prior to Tenant’s performance of such work (for example, in the currency event of an emergency), that the charges are excessive (in which such LC Disbursement case Landlord shall pay the amount it contends would not have been made, not later than 12:00 noon, Local Time, on the date that excessive). In such LC Disbursement is madeevent, if the Borrower shall have received notice parties cannot in good faith resolve such dispute within thirty (30) days following Landlord’s objection notice, the dispute may be submitted to arbitration for resolution in accordance with the terms of such LC Disbursement prior to 10:00 a.m., Local Time, on such date, or, if such notice has not been received this Amendment by the Borrower prior to such time on such dateAmerican Arbitration Association (the “AAA”) in San Francisco, then not later than 12:00 noonCalifornia, Local Time, on (A) in accordance with the Business Day that the Borrower receives such notice, if such notice is received prior to 10:00 a.m., Local Time, on the day of receipt, or (B) the Business Day immediately following the day that the Borrower receives such notice, if such notice is not received prior to such time on the day of receipt. If the Borrower fails to make such payment when due then, the Applicable Agent shall notify each Lender Commercial Arbitration Rules of the applicable LC Disbursement, AAA in accordance with the payment then due from the Borrower in respect thereof and such Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Lender shall pay to the Applicable Agent its Applicable Percentage “Expedited Procedures” of the payment then due from the applicable Borrower in the same manner as provided in Section 2.07 with respect to Loans made by such Lender (and Section 2.07 shall apply, mutatis mutandis, to the payment obligations of the Lenders), and the Applicable Agent shall promptly pay to the applicable Issuing Bank the amounts so received by it from the Lenders. Promptly following receipt by the Applicable Agent of any payment from any Borrower pursuant to this paragraph, the Applicable Agent shall distribute such payment to the applicable Issuing Bank or, to the extent that Lenders have made payments pursuant to this paragraph to reimburse any Issuing Bank, then to such Lenders and such Issuing Bank as their interests may appear. Any payment made by a Lender pursuant to this paragraph to reimburse any Issuing Bank for any LC Disbursement shall not constitute a Loan and shall not relieve any Borrower of its obligation to reimburse such LC DisbursementAAA’s Commercial Arbitration Rules.

Reimbursement. If any the Issuing Bank shall make any LC Disbursement in respect of a Letter of Credit, the applicable Borrower shall reimburse such LC Disbursement by paying to the Applicable Administrative Agent an amount equal to such LC Disbursement, in the currency in which such LC Disbursement shall have been made, not later than 12:00 noon, Local TimeNew 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 11:00 a.m., Local TimeNew York City time, on such date, or, 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, Local TimeNew York City time, on (A) the Business Day that the Borrower receives such notice, if such notice is received prior to 10:00 a.m., Local Time, on the day of receipt, or (B) the Business Day immediately following the day that the Borrower receives such notice, if such notice is not received prior to such time on the day of receipt. If the Borrower fails to make such payment under this paragraph when due thendue, the Applicable Administrative Agent shall notify each Lender of the applicable LC Disbursement, the payment then due from the Borrower in respect thereof and such Lender’s Applicable Commitment Percentage thereof. Promptly following receipt of such notice, each Lender shall pay to the Applicable Administrative Agent its Applicable Commitment Percentage of the payment then due from the applicable Borrower Borrower, in the same manner as provided in Section 2.07 with respect to Loans made by such Lender 2.3 (and Section 2.07 2.3 shall apply, mutatis mutandis, to the payment obligations of the Lenders), and the Applicable Administrative Agent shall promptly pay to the applicable Issuing Bank the amounts so received by it from the Lenders. Promptly following receipt by the Applicable Administrative Agent of any payment from any the Borrower pursuant to this paragraph, the Applicable Administrative Agent shall distribute such payment to the applicable Issuing Bank or, to the extent that Lenders have made payments pursuant to this paragraph to reimburse any the Issuing Bank, then to such Lenders and such the Issuing Bank as their interests may appear. Any payment made by a Lender pursuant to this paragraph to reimburse any the Issuing Bank for any LC Disbursement (other than the funding of a Loan as contemplated above) shall not constitute a Loan and shall not relieve any the Borrower of its obligation to reimburse such LC Disbursement.

Reimbursement. If any the Issuing Bank shall make any LC Disbursement in respect of a Letter of Credit, the applicable respective Borrower shall reimburse such LC Disbursement by paying to the Applicable Agent Issuing Bank in Dollars the Dollar Amount equal to such LC Disbursement, calculated as of the date the Issuing Bank made such LC Disbursement (or if the Issuing Bank shall so elect in its sole discretion by notice to the respective Borrower, in such other Agreed Currency which was paid by the Issuing Bank pursuant to such LC Disbursement in an amount equal to such LC Disbursement, in the currency in which such LC Disbursement shall have been made, ) not later than 12:00 noon, Local Time, on the date that such LC Disbursement is made, if the a Borrower shall have received notice of such LC Disbursement prior to 10:00 a.m., Local Time, on such date, or, if such notice has not been received by the a Borrower prior to such time on such date, then not later than 12:00 noon, Local Time, on (A) the Business Day that the Borrower receives such notice, if such notice is received prior to 10:00 a.m., Local Time, on the day of receipt, or (B) the Business Day immediately following the day that the a Borrower receives such notice, if such notice is not received prior to such time on the day of receipt; provided that, if such LC Disbursement is not less than the Dollar Amount of $1,000,000, the Borrower may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.03 or 2.05 that such payment be financed with an ABR Revolving Borrowing or Swingline Loan in an equivalent Dollar Amount of such LC Disbursement and, to the extent so financed, the Borrower’s obligation to make such payment shall be discharged and replaced by the resulting ABR Revolving Borrowing or Swingline Loan. If the Borrower fails to make such payment when due thendue, the Applicable Administrative Agent shall notify each Applicable Lender of the applicable LC Disbursement, the payment then due from the Borrower in respect thereof and such Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Applicable Lender shall pay to the Applicable Administrative Agent its Applicable Percentage (after giving effect to the reallocation provisions of paragraph (k) below) of the payment then due from the applicable Borrower Borrower, in the same manner as provided in Section 2.07 with respect to Loans made by such Lender (and Section 2.07 shall apply, mutatis mutandis, to the payment obligations of the Applicable Lenders), and the Applicable Administrative Agent shall promptly pay to the applicable Issuing Bank the amounts so received by it from the Applicable Lenders. Promptly following receipt by the Applicable Administrative Agent of any payment from any the Borrower pursuant to this paragraph, the Applicable Administrative Agent shall distribute such payment to the applicable Issuing Bank or, to the extent that Applicable Lenders have made payments pursuant to this paragraph to reimburse any the Issuing Bank, then to such Lenders and such the Issuing Bank as their interests may appear. Any payment made by a an Applicable Lender pursuant to this paragraph to reimburse any the Issuing 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 any the Borrower of its obligation to reimburse such LC Disbursement. If the Borrower’s reimbursement of, or obligation to reimburse, any amounts in any Foreign Currency would subject the Administrative Agent, the Issuing Bank or any Multicurrency Tranche Lender to any stamp duty, ad valorem charge or similar tax that would not be payable if such reimbursement were made or required to be made in Dollars, the Borrower shall, at its option, either (x) pay the amount of any such tax requested by the Administrative Agent, the Issuing Bank or the relevant Multicurrency Tranche Lender or (y) reimburse each LC Disbursement made in such Foreign Currency in Dollars, in an amount equal to the Equivalent Amount, calculated using the applicable exchange rates, on the date such LC Disbursement is made, of such LC Disbursement.

Reimbursement. (i) If any Issuing Bank shall make any LC Disbursement in respect of a Letter of Credit, the applicable Borrower shall reimburse such LC Disbursement by paying to the Applicable Senior Facility Agent an amount equal to such LC Disbursement, in the currency in which such LC Disbursement shall have been made, not later than 12:00 noon, Local TimeNew 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., Local TimeNew 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 12:00 noon, Local TimeNew York City time, on (A) the Business Day that the Borrower receives such notice, if such notice is received prior to 10:00 a.m., Local Time, on the day of receipt, or (B) the Business Day immediately following the day that the Borrower receives such noticenotice (each such date, if an “Honor Date”); provided that the Borrower may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.03 or Section 2.04 that such notice is not received prior payment be financed with an Revolving Loan or a Swing Line Loan (and either such Loan shall be an ABR Loan) in an equivalent amount and, to the extent so financed, the Borrower’s obligation to make such time on payment shall be discharged and replaced by the day of receiptresulting Revolving Loan or Swing Line Loan. If the Borrower fails to make such payment when due thenin respect of an LC Disbursement occurring on or prior to the Maturity Date, the Applicable Senior Facility Agent shall notify each Lender of the applicable LC Disbursement, the payment then due from the Borrower in respect thereof and such Lender’s Applicable Percentage thereofthereof (for the avoidance of doubt, no Lender shall have any obligation with respect to any LC Disbursement occurring after the Maturity Date). Promptly following receipt of such notice, each Lender shall pay to the Applicable Senior Facility Agent its Applicable Percentage of the payment then due from the applicable Borrower Borrower, in the same manner as provided in Section 2.07 2.06 with respect to Loans made by such Lender (and Section 2.07 2.06 shall apply, mutatis mutandis, to the payment obligations of the Lenders), and the Applicable Senior Facility Agent shall promptly pay to the applicable Issuing Bank the amounts so received by it from the Lenders. Promptly following receipt by the Applicable Senior Facility Agent of any payment from any the Borrower pursuant to this paragraph, the Applicable Senior Facility Agent shall distribute such payment to the applicable Issuing Bank or, to the extent that Lenders have made payments pursuant to this paragraph to reimburse any the applicable Issuing Bank, then to such Lenders and such Issuing Bank as their interests may appear. Any payment made by a Lender pursuant to this paragraph to reimburse any Issuing Bank for any LC Disbursement shall not constitute a Loan and shall not relieve any Borrower of its obligation to reimburse such LC Disbursement.

Reimbursement. If any Issuing Bank shall make any LC Disbursement in respect of a Letter of CreditDisbursement, the applicable Borrower shall reimburse such LC Disbursement by paying to the Applicable Administrative Agent an amount equal to such LC Disbursement, in the currency in which such LC Disbursement shall have been made, not later than 12:00 noon, Local Time, on the date that such LC Disbursement is made, if fifth (5th) Business Day after the Borrower shall have received notice of such LC Disbursement, together with interest on the amount disbursed from and including the date of disbursement until payment in full of such disbursed amount at a varying rate per annum equal to (i) the then applicable interest rate for ABR Loans for each day such LC Disbursement prior shall remain outstanding through the fifth (5th) Business Day following its receipt of notice of such disbursement and (ii) thereafter, the post default rate for ABR Loans for the period from and including the sixth (6th) Business Day following the date of such disbursement to and including the date of repayment in full of such disbursed amount; provided that, unless the Borrower shall have notified the Administrative Agent to the contrary not later than 10:00 a.m., Local TimeNew 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 12:00 noon, Local Time, on (A) the Business Day that next following the date on which the Borrower receives shall have been notified of such noticeLC Disbursement, if the Borrower will be deemed to have requested, and the Borrower does hereby request under such notice is received prior to 10:00 a.m.circumstances, Local Time, in accordance with Section 2.03 that such payment be financed with an ABR Borrowing on the day of receipt, or (B) the such Business Day immediately following in an equivalent amount and, to the day that extent the Borrower receives such notice, if such notice is not received prior satisfies the condition precedent to such time on ABR Borrowing set forth in Section 6.03(b), the day Borrower’s obligation to make such payment shall be discharged with the proceeds of receiptthe requested ABR Borrowing. If the Borrower fails to make such payment when due thenand the Borrower is not entitled to make a Borrowing in the amount of such payment, the Applicable Administrative Agent shall notify each Lender of the applicable LC Disbursement, the payment then due from the Borrower in respect thereof and such Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Lender shall pay to the Applicable Administrative Agent its Applicable Percentage of the payment then due from the applicable Borrower Borrower, in the same manner as provided in Section 2.07 2.05 with respect to Loans made by such Lender (and Section 2.07 2.05 shall apply, mutatis mutandis, to the payment obligations of the Lenders), and the Applicable Administrative Agent shall promptly pay to the applicable Issuing Bank the amounts so received by it from the Lenders. Promptly following receipt by the Applicable Administrative Agent of any payment from any the Borrower pursuant to this paragraphSection 2.08(e), the Applicable Administrative Agent shall distribute such payment to the applicable Issuing Bank or, to the extent that Lenders have made payments pursuant to this paragraph Section 2.08(e) to reimburse any such Issuing Bank, then to such Lenders and such Issuing Bank as their interests may appear. Any payment made by a Lender pursuant to this paragraph Section 2.08(e) to reimburse any Issuing Bank for any LC Disbursement shall not constitute a Loan and shall not relieve any the Borrower of its obligation to reimburse such LC Disbursement.

Reimbursement. If any an Issuing Bank shall make any LC Disbursement in respect of a Letter of Credit, the applicable Borrower shall reimburse such LC Disbursement by paying to the Applicable Administrative Agent an amount (in the applicable currency) equal to such LC Disbursement, in the currency in which such LC Disbursement shall have been made, not later than 12:00 p.m. (noon), Local TimeNew 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., Local 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 12:00 noon, Local Time, on (A) the Business Day that the Borrower receives such notice, if such notice is received prior to 10:00 a.m., Local Time, on the day of receipt, or (B) the Business Day immediately following the day that the Borrower receives such notice; provided, that, if such notice LC Disbursement is not received prior less than the Dollar Equivalent of $500,000, the Borrower may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.03 or 2.04 that such time on payment be financed with an ABR Borrowing or Swingline Loan in an equivalent amount equal to the day of receiptDollar Equivalent thereof and, to the extent so financed, the Borrower’s obligation to make such payment shall be discharged and replaced by the resulting ABR Borrowing or Swingline Loan. If the Borrower fails to make such payment when due thendue, the Applicable Administrative Agent shall notify each Lender of the applicable LC Disbursement, the payment then due from the Borrower in respect thereof and such Lender’s Applicable Percentage of the Dollar Equivalent thereof. Promptly following receipt of such notice, each Lender shall pay to the Applicable Administrative Agent its Applicable Percentage of the payment then due from the applicable Borrower in Dollars based on the Dollar Equivalent thereof, in the same manner as provided in Section 2.07 with respect to Loans made by such Lender (and Section 2.07 shall apply, mutatis mutandis, to the payment obligations of the Lenders), and the Applicable Administrative Agent shall promptly pay to the applicable Issuing Bank the amounts so received by it from the Lenders. Promptly following receipt by the Applicable Administrative Agent of any payment from any the Borrower pursuant to this paragraph, the Applicable Administrative Agent shall distribute such payment to the applicable Issuing Bank or, to the extent that Lenders have made payments pursuant to this paragraph to reimburse any such Issuing Bank, then to such Lenders and such Issuing Bank as their interests may appear. Any payment made by a Lender pursuant to this paragraph to reimburse any Issuing 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 any the Borrower of its obligation to reimburse such LC Disbursement.

Reimbursement. If any the Issuing Bank shall make any LC Disbursement in respect of a Letter of Credit, the applicable Borrower shall reimburse such LC Disbursement in the same Currency as such LC Disbursement by paying to the Applicable Agent Issuing Bank an amount equal to such LC Disbursement, in the currency in which such LC Disbursement shall have been made, not later than 12:00 noon2:00 p.m., Local 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., Local 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 12:00 noon, Local Time, on (A) the Business Day that the Borrower receives such notice, if such notice is received prior to 10:00 a.m., Local Time, on the day of receipt, or (B) the Business Day immediately following the day that the such Borrower receives notice of such noticeLC Disbursement; provided that, if such notice is not received prior Borrower fails to reimburse the Issuing Bank on such time on date, the day Borrower shall be deemed to have requested a Base Rate Borrowing in the principal amount and Currency of receiptthe LC Disbursement, without regard to the minimum amounts and multiples set forth in Section 2.02, but subject to the unutilized portion of the Commitments. If the Borrower fails elects, or is deemed, to make finance amounts due under any Letter of Credit in such payment when due thena manner, the Applicable Agent Borrower's obligation to pay an amount equal to the LC Disbursement to the Issuing Bank shall be discharged and replaced by the resulting Base Rate Borrowing, and the Issuing Bank shall notify the Administrative Agent, who shall notify each Lender of the applicable LC Disbursement, the payment then due from the Borrower in respect thereof Disbursement and corresponding Base Rate Borrowing and such Lender’s 's Applicable Percentage thereof. Promptly following receipt of such notice, each Lender shall pay to the Applicable Agent Issuing Bank its Applicable Percentage of the payment then due from the applicable Borrower such Base Rate Borrowing, in the same manner as provided in Section 2.07 2.06 with respect to Loans made by such Lender (and Section 2.07 2.06 shall apply, mutatis mutandis, to the payment obligations of the Lenders), and the Applicable Agent shall promptly pay to the applicable Issuing Bank the amounts so received by it from the Lenders. Promptly following receipt by the Applicable Agent of any payment from any a Borrower pursuant to this paragraph, the Applicable Agent shall distribute such payment shall be distributed to the applicable Issuing Bank (and the participating Lenders as their interests may appear) or, to the extent that Lenders have made payments pursuant to this paragraph to fund any Base Rate Loan made to reimburse any the Issuing Bank, then to such Lenders and such the Issuing Bank (and the participating Lenders as their interests may appear. Any payment made by a Lender pursuant to this paragraph to reimburse any Issuing Bank for any LC Disbursement shall not constitute a Loan and shall not relieve any Borrower of its obligation to reimburse such LC Disbursement) pro rata as their interests may appear.

Reimbursement. (i) If any Issuing Bank the LC Issuer shall make any LC Disbursement in respect of a Letter of Credit, the applicable Borrower shall reimburse such LC Disbursement by paying to the Applicable Agent LC Issuer an amount equal to such LC Disbursement, in the currency in which such LC Disbursement shall have been made, not later than 12:00 noon1:00 p.m., Local TimeNew York, New York time, or the Applicable Time on the date of any payment by the LC Issuer under a Letter of Credit to be reimbursed in a Foreign Currency, on the date that such LC Disbursement is made, made if the Borrower shall have received notice of such LC Disbursement prior to 10:00 before 11:00 a.m., Local TimeNew York, New York time, on such date, or, if such notice has not been received by the Borrower prior to before such time on such date, then not later than 12:00 noon1:00 p.m., Local TimeNew York, New York time, on (A) the Business Day that the Borrower receives such notice, if such notice is received prior to 10:00 a.m., Local Time, on the day of receipt, or (B) the Business Day immediately following the day that the Borrower receives such notice; provided that the Borrower may, if subject to the conditions to borrowing set forth herein, request in accordance with Section 2.3(b) that such notice is not received prior to such time payment be financed with Revolving Loans based on the day of receipt. If Alternate Base Rate in an equivalent amount and, to the Borrower fails extent so financed, the Borrower’s obligation to make such payment when due thenshall be discharged and replaced by the resulting Revolving Loans based on the Alternate Base Rate. In the case of a Letter of Credit denominated in a Foreign Currency, the Applicable Agent Borrower shall notify each Lender reimburse the LC Issuer in such Foreign Currency, unless (A) the LC Issuer (at its option) shall have specified in such notice that it will require reimbursement in Dollars, or (B) in the absence of the applicable LC Disbursementany such requirement for reimbursement in Dollars, the payment then due from Borrower shall have notified the Borrower in respect thereof and such Lender’s Applicable Percentage thereof. Promptly LC Issuer promptly following receipt of the notice of drawing that the Borrower will reimburse the LC Issuer in Dollars. In the case of any such noticereimbursement in Dollars of a drawing under a Letter of Credit denominated in a Foreign Currency, each Lender the LC Issuer shall pay to notify the Applicable Agent its Applicable Percentage Borrower of the payment then due from the applicable Borrower in the same manner as provided in Section 2.07 with respect to Loans made by such Lender (and Section 2.07 shall apply, mutatis mutandis, to the payment obligations Dollar Amount of the Lenders), and amount of the Applicable Agent shall drawing promptly pay following the determination thereof. In the event that (A) a drawing denominated in a Foreign Currency is to the applicable Issuing Bank the amounts so received by it from the Lenders. Promptly following receipt by the Applicable Agent of any payment from any Borrower be reimbursed in Dollars pursuant to this paragraphSection 2.3(e) and (B) the Dollar amount paid by the Borrower shall not be adequate on the date of that payment to purchase in accordance with normal banking procedures a sum denominated in the Foreign Currency equal to the drawing, the Applicable Agent shall distribute such payment to the applicable Issuing Bank orBorrower agrees, as a separate and independent obligation, to indemnify the extent LC Issuer for the loss resulting from its inability on that Lenders have made payments pursuant date to this paragraph to reimburse any Issuing Bank, then to such Lenders and such Issuing Bank as their interests may appear. Any payment made by a Lender pursuant to this paragraph to reimburse any Issuing Bank for any LC Disbursement shall not constitute a Loan and shall not relieve any Borrower purchase the Foreign Currency in the full amount of its obligation to reimburse such LC Disbursementthe drawing.

Reimbursement. If any Issuing Bank shall make any LC Disbursement in respect of a Letter of CreditCredit issued by such Issuing Bank, the applicable relevant Borrower shall reimburse such LC Disbursement by paying to the Applicable 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 such Borrower, 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, in the currency in which such LC Disbursement shall have been made, ) not later than 12:00 noon, Local Time, on the date that such LC Disbursement is made, if the applicable Borrower shall have received notice of such LC Disbursement prior to 10:00 a.m., Local Time, on such date, or, if such notice has not been received by the such Borrower prior to such time on such date, then not later than 12:00 noon, Local Time, on (A) the Business Day that the Borrower receives such notice, if such notice is received prior to 10:00 a.m., Local Time, on the day of receipt, or (B) the Business Day immediately following the day that the such Borrower receives such notice, if such notice is not received prior to such time on the day of receipt; provided that, if such LC Disbursement is not less than the Dollar Amount of $1,000,000, a Borrower may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.03 that such payment be financed with an ABR Revolving Borrowing in an equivalent Dollar Amount of such LC Disbursement and, to the extent so financed, the relevant Borrower’s obligation to make such payment shall be discharged and replaced by the resulting ABR Revolving Borrowing. If the a Borrower fails to make such payment when due thendue, the Applicable Administrative Agent shall notify each Lender of the applicable LC Disbursement, the payment then due from the applicable Borrower in respect thereof and such Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Lender shall pay to the Applicable Administrative Agent its Applicable Percentage of the payment then due from the applicable Borrower relevant Borrower, in the same manner as provided in Section 2.07 with respect to Loans made by such Lender (and Section 2.07 shall apply, mutatis mutandis, to the payment obligations of the Lenders), and the Applicable Administrative Agent shall promptly pay to the applicable Issuing Bank the amounts so received by it from the Lenders. Promptly following receipt by the Applicable Administrative Agent of any payment from any a Borrower pursuant to this paragraph, the Applicable Administrative Agent shall distribute such payment to the applicable Issuing Bank or, to the extent that Lenders have made payments pursuant to this paragraph to reimburse any such Issuing Bank, then to such Lenders and such Issuing Bank as their interests may appear. Any payment made by a Lender pursuant to this paragraph to reimburse any Issuing 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 any a Borrower of its obligation to reimburse such LC Disbursement. If a Borrower’s reimbursement of, or obligation to reimburse, any amounts in any Foreign Currency would subject the Administrative Agent, any Issuing Bank or any Lender to any stamp duty, ad valorem charge or similar tax that would not be payable if such reimbursement were made or required to be made in Dollars, such Borrower shall, at its option, either (x) pay the amount of any such tax requested by the Administrative Agent, the relevant Issuing Bank or the relevant Lender or (y) reimburse each LC Disbursement made in such Foreign Currency in Dollars, in an amount equal to the Equivalent Amount, calculated using the applicable Exchange Rates, on the date such LC Disbursement is made, of such LC Disbursement.

Reimbursement. If any the Issuing Bank shall make any LC Disbursement in respect of a Letter of Credit, the applicable Borrower shall reimburse such LC Disbursement in the same Currency as such LC Disbursement by paying to the Applicable Agent Issuing Bank an amount equal to such LC Disbursement, in the currency in which such LC Disbursement shall have been made, not later than 12:00 noon, Local 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., Local 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 12:00 noon, Local Time, on (A) the Business Day that the Borrower receives such notice, if such notice is received prior to 10:00 a.m., Local Time, on the day of receipt, or (B) the Business Day immediately following the day that the Borrower receives notice of such noticeLC Disbursement; provided that, if the Borrower fails to reimburse the Issuing Bank on such notice is not received prior date, the Borrower shall be deemed to such time on have requested a Base Rate Borrowing in the day principal amount and Currency of receiptthe LC Disbursement, without regard to the minimum amounts and multiples set forth in Section 2.02, but subject to the unutilized portion of the Commitments and the Optional Currency Sublimit. If the Borrower fails elects to make finance amounts due under any Letter of Credit in such payment when due thena manner, the Applicable Agent Borrower's obligation to pay an amount equal to the LC Disbursement to the Issuing Bank shall be discharged and replaced by the resulting Base Rate Borrowing, and the Issuing Bank shall notify the Documentation Manager, who shall notify each Lender of the applicable LC Disbursement, the payment then due from the Borrower in respect thereof Disbursement and corresponding Base Rate Borrowing and such Lender’s 's Applicable Percentage thereof. Promptly following receipt of such notice, each Lender shall pay to the Applicable Agent Issuing Bank its Applicable Percentage of the payment then due from the applicable Borrower such Base Rate Borrowing, in the same manner as provided in Section 2.07 2.06 with respect to Loans made by such Lender (and Section 2.07 2.06 shall apply, mutatis mutandis, to the payment obligations of the Lenders), and the Applicable Agent shall promptly pay to the applicable Issuing Bank the amounts so received by it from the Lenders. Promptly following receipt by the Applicable Agent of any payment from any the Borrower pursuant to this paragraph, the Applicable Agent shall distribute paragraph such payment shall be distributed to the applicable Issuing Bank or, to the extent that Lenders have made payments pursuant to this paragraph to fund any Base Rate Loan made to reimburse any the Issuing Bank, then to such Lenders and such the Issuing Bank as their interests may appear. Any payment made by a Lender pursuant to this paragraph to reimburse any Issuing Bank for any LC Disbursement shall not constitute a Loan and shall not relieve any Borrower of its obligation to reimburse such LC Disbursement.

Reimbursement. If any the Issuing Bank shall make any LC Disbursement in respect of a Letter of Credit, the applicable Borrower Borrowers shall reimburse such LC Disbursement by paying to the Applicable Administrative Agent an in Dollars the amount equal to such LC Disbursement, in calculated as of the currency in which date the Issuing Bank made such LC Disbursement shall have been made, not later than 12:00 noon, Local Time, p.m. on the date that such LC Disbursement is made, if the Borrower Borrowers shall have received notice of such LC Disbursement prior to 10:00 a.m., Local Time, a.m. on such date, or, if such notice has not been received by the Borrower Borrowers prior to such time on such date, then not later than 12:00 noon, Local Time, p.m. on (A) the Business Day that the Borrower receives such notice, if such notice is received prior to 10:00 a.m., Local Time, on the day of receipt, or (B) the Business Day immediately following the day that the Borrower receives Borrowers receive such notice; provided that the Borrowers may, if subject to the conditions to borrowing set forth herein, request that such notice is not received prior payment be financed with a Loan in an amount of such LC Disbursement and, to the extent so financed, the Borrowers’ obligation to make such time on the day of receiptpayment shall be discharged and replaced by such Loan. If the Borrower fails Borrowers fail to make such payment when due thendue, the Applicable Administrative Agent shall notify each Lender of the applicable LC Disbursement, the payment then due from the Borrower Borrowers in respect thereof and such Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Lender shall pay to the Applicable Administrative Agent its Applicable Percentage of the payment then due from the applicable Borrower Borrowers, in the same manner as provided in Section 2.07 with respect to Loans made by such Lender (and Section 2.07 shall apply, mutatis mutandis, to the payment obligations of the Lenders)Lender, and the Applicable Administrative Agent shall promptly pay to the applicable Issuing Bank the amounts so received by it from the Lenders. Promptly following receipt by the Applicable Administrative Agent of any payment from any Borrower the Borrowers pursuant to this paragraph, the Applicable Administrative Agent shall distribute such payment to the applicable Issuing Bank or, to the extent that Lenders have made payments pursuant to this paragraph to reimburse any the Issuing Bank, then to such Lenders and such the Issuing Bank as their interests may appear. Any payment made by a Lender pursuant to this paragraph to reimburse any the Issuing Bank for any LC Disbursement (other than the funding of a Loan as contemplated above) shall not constitute a Loan and shall not relieve any Borrower the Borrowers of its obligation to reimburse such LC Disbursement.

Reimbursement. If any the Issuing Bank shall make any LC Disbursement in respect of a Letter of Credit, the applicable Borrower shall reimburse such LC Disbursement by paying to the Applicable Administrative Agent an amount equal to such LC Disbursement, in the currency in which such LC Disbursement shall have been made, not later than 12:00 noon, Local TimeNew 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., Local TimeNew 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 12:00 noon, Local TimeNew York City time, on (A) the Business Day that the Borrower receives such notice, if such notice is received prior to 10:00 a.m., Local Time, on the day of receipt, or (B) the Business Day immediately following the day that the Borrower receives such notice; provided that, if such notice LC Disbursement is not received prior less than $250,000, the Borrower may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.03 or 2.04 that such time on payment be financed with an ABR Revolving Borrowing or Swingline Loan in an equivalent amount and, to the day of receiptextent so financed, the Borrower’s obligation to make such payment shall be discharged and replaced by the resulting ABR Revolving Borrowing or Swingline Loan. If the Borrower fails to make such payment when due thendue, or finance such payment in accordance with the proviso to the preceding sentence, the Applicable Administrative Agent shall notify each Lender of the applicable LC Disbursement, the payment then due from the Borrower in respect thereof and such Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Lender shall pay to the Applicable Administrative Agent its Applicable Percentage of the payment then due from the applicable Borrower Borrower, in the same manner as provided in Section 2.07 2.06 with respect to Loans made by such Lender (and Section 2.07 2.06 shall apply, mutatis mutandis, to the payment obligations of the Lenders), and the Applicable Administrative Agent shall promptly pay to the applicable Issuing Bank the amounts so received by it from the Lenders. Promptly following receipt by the Applicable Administrative Agent of any payment from any the Borrower pursuant to this paragraph, the Applicable Administrative Agent shall distribute such payment to the applicable Issuing Bank or, to the extent that Lenders have made payments pursuant to this paragraph to reimburse any the Issuing Bank, then to such Lenders and such the Issuing Bank as their interests may appear. Any payment made by a Lender pursuant to this paragraph to reimburse any the Issuing 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 any the Borrower of its obligation to reimburse such LC Disbursement.

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

Reimbursement. If any Issuing Bank the Issuer shall make any LC Letter of Credit Disbursement in respect of a Letter of CreditCredit issued by such Issuer, the applicable Borrower shall reimburse such LC Letter of Credit Disbursement by paying to the Administrative Agent for the account of the applicable Issuer at the Alternate Base Rate plus the Applicable Agent Margin, an amount equal to such LC Disbursement, in the currency in which such LC Letter of Credit Disbursement shall have been made, not later than 12:00 noonp.m., Local TimeNew York time, on the date that day such LC Letter of Credit Disbursement is made, if the Borrower shall have received notice of such LC Letter of Credit Disbursement prior to 10:00 a.m., Local TimeNew York 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 12:00 noon2:00 p.m., Local Time, on (A) the Business Day that the Borrower receives such notice, if such notice is received prior to 10:00 a.m., Local TimeNew York time, on the day next succeeding Business Day; provided that if such Letter of receiptCredit Disbursement is not less than $1,000,000, or (B) the Business Day immediately following the day that the Borrower receives shall, subject to the conditions to Borrowing set forth herein, be deemed to have requested, and the Borrower does hereby request under such noticecircumstances, if that such notice is not received prior payment be financed with an ABR Loan in an equivalent amount and, to the extent so financed, the Borrower’s obligation to make such time on payment shall be discharged and replaced by the day of receiptresulting ABR Loan. If the Borrower fails to make such payment when due thendue, the Applicable Administrative Agent shall notify each Lender of the applicable LC Letter of Credit Disbursement, the payment then due from the Borrower in respect thereof and such Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Lender shall pay to the Applicable Administrative Agent its Applicable Percentage of the payment then due from the applicable Borrower Borrower, in the same manner as provided in Section 2.07 2.05 with respect to Loans made by such Lender (and Section 2.07 2.05 shall apply, mutatis mutandis, to the payment obligations of the Lenders), and the Applicable Administrative Agent shall promptly pay to the applicable Issuing Bank Issuer that issued such Letter of Credit the amounts so received by it from Third Amended and Restated Credit Agreement – Page 45 715347206 14464587 716874472 14464587 the Lenders. Promptly following receipt by the Applicable Administrative Agent of any payment from any the Borrower pursuant to this paragraphSection 2.08(e), the Applicable Administrative Agent shall distribute such payment to the applicable Issuing Bank Issuer that issued such Letter of Credit or, to the extent that Lenders have made payments pursuant to this paragraph Section 2.08(e) to reimburse any Issuing Banksuch Issuer, then to such Lenders and such Issuing Bank Issuer as their interests may appear. Any payment made by a Lender pursuant to this paragraph Section 2.08(e) to reimburse any Issuing Bank the Issuer for any LC Letter of Credit Disbursement (other than the funding of ABR Loans as contemplated above) shall not constitute a Loan and shall not relieve any the Borrower of its obligation to reimburse such LC Letter of Credit Disbursement. Any Letter of Credit Disbursement not reimbursed by the Borrower or funded as a Loan prior to 2:00 p.m., New York time, shall bear interest for such day at the ABR plus the Applicable Margin.

Reimbursement. If any Issuing Bank shall make any LC Disbursement in respect of a Letter of Credit, the applicable Borrower shall reimburse such LC Disbursement by paying to the Applicable Agent such Issuing Bank an amount equal to such LC Disbursement, Disbursement in the currency in which such LC Disbursement shall have been made, not later than 12:00 noon, Local Timedollars, 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., Local Time, on such date, made (or, if such notice has date is not been received by the Borrower prior to such time on such date, then not later than 12:00 noon, Local Timea Business Day, on (A) or before the next Business Day that the Borrower receives such noticeDay); provided that, if such notice LC Disbursement is received prior made under an Alternative Currency Letter of Credit, automatically and with no further action required, such Borrower’s obligation to 10:00 a.m.reimburse the applicable LC Disbursement shall be permanently converted into an obligation to reimburse the Dollar Equivalent, Local Timecalculated using the Exchange Rate at the time such payment is made, on of such LC Disbursement, and provided, further, that, in the day case of receiptany such reimbursement obligation which is in an amount of not less than $500,000, or (B) the Business Day immediately following the day that the Borrower receives may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.03 that such noticepayment be financed in dollars with an ABR Borrowing in an equivalent amount and, if to the extent so financed, the Borrower’s obligation to make such notice is not received prior to such time on payment shall be discharged and replaced by the day of receiptresulting ABR Borrowing. If the Borrower fails to make such payment when due thenany reimbursement payment required pursuant to this paragraph, the Applicable Agent applicable Issuing Bank shall immediately notify the Administrative Agent, which shall promptly notify each Lender of the applicable LC Disbursement, the Dollar Equivalent thereof calculated in accordance with the preceding sentence (if such LC Disbursement relates to an Alternative Currency Letter of Credit), the reimbursement payment then due from the Borrower in respect thereof and such Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Lender (other than such Issuing Bank) shall pay to the Applicable Administrative Agent in dollars its Applicable Percentage of the reimbursement payment then due from the applicable Borrower Borrower, in the same manner as provided in Section 2.07 2.05 with respect to Loans made by such Lender (and Section 2.07 2.05 shall apply, mutatis mutandis, to the payment obligations of the Lenders), and the Applicable Administrative Agent shall promptly pay to the applicable such Issuing Bank in dollars the amounts so received by it from the Lenders. Promptly following receipt by the Applicable Administrative Agent of any payment from any the Borrower pursuant to this paragraph, the Applicable Administrative Agent shall distribute such payment to the applicable Issuing Bank or, to the extent that Lenders have made payments pursuant to this paragraph to reimburse any such Issuing Bank, then to such Lenders and such Issuing Bank as their interests may appear. Any payment made by a Lender pursuant to this paragraph to reimburse any an Issuing Bank for any LC Disbursement (other than the funding of ABR Loans as contemplated above) shall not constitute a Loan and shall not relieve any the Borrower of its obligation to reimburse such LC Disbursement.

Reimbursement. If any the Issuing Bank shall make any LC Disbursement in respect of honor a Letter of CreditCredit drawing presented under a Letter of Credit and notifies the Borrower of any payment by such Issuing Bank under such Letter of Credit prior to 11:00 a.m., New York City time, the applicable Borrower shall reimburse such LC Disbursement Letter of Credit honored by paying to the Applicable 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, or at the currency option of the Borrower with respect to any Multicurrency Letter of Credit, in which an Alternative Currency to the extent such LC Disbursement shall have been madeis made in such Alternative Currency, in each case, not later than 12:00 noon3:00 p.m., Local TimeNew York City time, on the Business Day succeeding the date that on which the Issuing Bank notifies the Borrower in writing of such Letter of Credit honoring or the Applicable Time on the date of any payment by the Issuing Bank under a Letter of Credit to be reimbursed in an Alternative Currency, and such extension of time shall be reflected in computing fees in respect of such Letter of Credit; provided that, if such LC Disbursement is madenot less than $500,000, if the Borrower shall have received notice 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 Revolving Loan Borrowing of the same Class in an amount equal to the Dollar Equivalent, calculated using the Exchange Rate on the date when such payment is due, of such LC Disbursement prior and, to 10:00 a.m.the extent so financed, Local Time, on the Borrower’s obligation to make such date, or, if such notice has not been received payment shall be discharged and replaced by the Borrower prior to such time on such date, then not later than 12:00 noon, Local Time, on (A) the Business Day that the Borrower receives such notice, if such notice is received prior to 10:00 a.m., Local Time, on the day of receipt, or (B) the Business Day immediately following the day that the Borrower receives such notice, if such notice is not received prior to such time on the day of receiptresulting Revolving Loan Borrowing. If the Borrower fails to make such payment when due thendue, then the Applicable Administrative Agent shall notify each Lender Applicable Participant of the applicable LC Disbursement, the payment then due from the Borrower in respect thereof and such LenderApplicable Participant’s Applicable Percentage thereof. Promptly following receipt of such notice, each Lender Applicable Participant shall pay to the Applicable Administrative Agent its Applicable Percentage of the payment then due from the applicable Borrower (such payment from such Applicable Participant 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 Issuing Bank at a rate per annum equal to the greater of the Federal Funds Effective Rate and a rate determined by the 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 2.07 2.06 with respect to Loans made by such Lender Applicable Participant (and Section 2.07 2.06 shall apply, mutatis mutandis, to the payment obligations of the LendersApplicable Participant), and the Applicable Administrative Agent shall promptly pay to the applicable Issuing Bank the amounts so received by it from the LendersApplicable Participant. Promptly following receipt by the Applicable Administrative Agent of any payment from any the Borrower pursuant to this paragraph, the Applicable Administrative Agent shall distribute such payment to the applicable Issuing Bank or, to the extent that Lenders Applicable Participants have made payments pursuant to this paragraph to reimburse any the Issuing Bank, then to such Lenders Applicable Participants and such the Issuing Bank as their interests may appear. Any payment made by a Lender an Applicable Participant pursuant to this paragraph to reimburse any the Issuing Bank for any LC Disbursement (other than the funding of Revolving Loans as contemplated above) shall not constitute a Loan and shall not relieve any the Borrower of its obligation to reimburse such LC Disbursement.

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

Reimbursement. If any the Issuing Bank shall make any LC Disbursement in respect of a Letter of Credit, the applicable Borrower shall reimburse such LC Disbursement by paying to the Applicable Administrative Agent an amount equal to such LC Disbursement, in the currency in which such LC Disbursement shall have been made, not later than 12:00 noon, Local Time, noon 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., Local Time, a.m. 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, Local Time, noon on (A) the Business Day that the Borrower receives such notice, if such notice is received prior to 10:00 a.m., Local Time, on the day of receipt, or (B) the Business Day immediately following the day that the Borrower receives such notice; provided that the Borrower may, if subject to the conditions to borrowing set forth herein, request in accordance with Section 2.05 that such notice is not received prior payment be financed with an ABR Borrowing in an equivalent amount and, to the extent so financed, the Borrower’s obligation to make such time on payment shall be discharged and replaced by the day of receiptresulting ABR Borrowing. If the Borrower fails to make such payment when due thendue, the Applicable Administrative Agent shall notify each Lender of the applicable LC Disbursement, the payment then due from the Borrower in respect thereof and such Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Lender shall pay to the Applicable Administrative Agent its Applicable Percentage of the payment then due from the applicable Borrower Borrower, in the same manner as provided in Section 2.07 2.08 with respect to Loans made by such Lender (and Section 2.07 2.08 shall apply, mutatis mutandis, to the payment obligations of the Lenders), and the Applicable Administrative Agent shall promptly pay to the applicable Issuing Bank the amounts so received by it from the Lenders. Promptly following receipt by the Applicable Administrative Agent of any payment from any the Borrower pursuant to this paragraph, the Applicable Administrative Agent shall distribute such payment to the applicable Issuing Bank or, to the extent that Lenders have made payments pursuant to this paragraph to reimburse any the Issuing Bank, then to such Lenders and such the Issuing Bank as their interests may appear. Any payment made by a Lender pursuant to this paragraph to reimburse any the Issuing Bank for any LC Disbursement (other than the funding of ABR Loans as contemplated above) shall not constitute a Loan and shall not relieve any the Borrower of its obligation to reimburse such LC Disbursement.

Reimbursement. If any an Issuing Bank shall make any LC Disbursement in respect of a Letter of Credit, the applicable Borrower shall reimburse such LC Disbursement by paying to the Applicable Administrative Agent an amount equal to such LC Disbursement, in the currency in which such LC Disbursement shall have been made, not later than 12:00 noon1:00 pm, Local TimeCentral 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., Local TimeCentral 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 12:00 noon1:00 pm, Local TimeCentral time, on (A) the Business Day that the Borrower receives such notice, if such notice is received prior to 10:00 a.m., Local Time, on the day of receipt, or (B) the Business Day immediately following the day that the Borrower receives such notice, if such notice is not received prior to such time on the day of receiptsuch LC Disbursement; provided that the Borrower may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.5.1 that such payment be financed with a Base Rate Loan in an equivalent amount and, to the extent so financed, the Borrower’s obligation to make such payment shall be discharged and replaced by the resulting Borrowing. If the Borrower fails to make such payment when due thendue, the Applicable Administrative Agent shall notify each Lender of the applicable LC Disbursement, the payment then due from the Borrower in respect thereof and such Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Lender shall pay to the Applicable Administrative Agent its Applicable Percentage of the payment then due from the applicable Borrower Borrower, in the same manner as provided in Section 2.07 with respect to Revolving Loans made by such Lender (and Section 2.07 shall apply, mutatis mutandis, to the payment obligations of the Lenders)Lender, and the Applicable Administrative Agent shall promptly pay to the applicable such Issuing Bank the amounts so received by it from the Lenders. Promptly following receipt by the Applicable Administrative Agent of any payment from any the Borrower pursuant to this paragraph, the Applicable Administrative Agent shall distribute such payment to the applicable such Issuing Bank or, to the extent that Lenders have made payments pursuant to this paragraph to reimburse any such Issuing Bank, then to such Lenders and such the Issuing Bank as their interests may appear. Any payment made by a Lender pursuant to this paragraph to reimburse any such Issuing Bank for any LC Disbursement (other than the funding of Base Rate Loans pursuant to Section 2.5.1 as contemplated above) shall not constitute a Loan and shall not relieve any the Borrower of its obligation to reimburse such LC Disbursement.

Reimbursement. If any an Issuing Bank Lender shall make any LC Disbursement in respect of a Letter of CreditCredit denominated in Dollars issued by it for account of the Company, any Borrower or any of the Company’s Subsidiaries that is a Domestic Subsidiary, the applicable Company or the relevant Borrower shall reimburse the applicable Issuing Lender in respect of such LC Disbursement by paying to the Applicable Administrative Agent an amount equal to such LC Disbursement, in the currency in which such LC Disbursement shall have been made, not later than 12:00 noon, Local TimeNew 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., Local 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 12:00 noon, Local Time, on (A) the Business Day that the Borrower receives such notice, if such notice is received prior to 10:00 a.m., Local Time, on the day of receipt, or (B) the Business Day immediately following the day that the relevant Borrower receives such notice; provided that if such LC Disbursement is made in respect of such a Letter of Credit, then the Company or the relevant Borrower, as the case may be, 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 all or any portion of an ABR Revolving Credit Borrowing or a Swingline Loan, as applicable, without regard to minimum and multiple amounts specified in Section 2.02(c) and, to the extent so financed, such Borrower’s obligation to make such payment in respect of such reimbursement obligation shall be discharged and replaced by the resulting ABR Revolving Credit Borrowing or Swingline Loan (or the applicable portion thereof). If an Issuing Lender shall make any LC Disbursement in respect of a Letter of Credit issued by it for account of any Borrower denominated in an Agreed Foreign Currency, the Company or the relevant Borrower, as the case may be, shall reimburse the applicable Issuing Lender in respect of such LC Disbursement by paying to the applicable Issuing Lender in the Currency in which such Letter of Credit is denominated an amount equal to such LC Disbursement not later than 12:00 noon, New York City time of the applicable Issuing Lender, on the Business Day immediately following the day that the relevant Borrower receives notice of such LC Disbursement, if such notice is received prior to 5:00 p.m., New York City time of the applicable Issuing Lender or (ii) the Business Day which is two Business Days after the day that the relevant Borrower and the Company receive such notice, if such notice is not received prior to such time on time. The applicable Issuing Lender shall promptly notify the day Administrative Agent of receiptthe amount and date of each such reimbursement. If the relevant Borrower fails to make such payment when due thendue, the Applicable Administrative Agent shall notify each Lender of the applicable LC Disbursement, the payment then due from the such Borrower in respect thereof and such Lender’s Applicable Percentage thereof. Promptly following receipt Without limiting any other obligations of any Borrower hereunder, the relevant Borrower hereby agrees to indemnify each Issuing Lender of each Letter of Credit denominated in a Foreign Currency and issued for the account of such noticeBorrower for any and all costs, each Lender shall pay to the Applicable Agent its Applicable Percentage of the payment then due from the applicable Borrower in the same manner as provided in Section 2.07 with respect to Loans made by such Lender (expenses and Section 2.07 shall apply, mutatis mutandis, to the payment obligations of the Lenders), and the Applicable Agent shall promptly pay to the applicable Issuing Bank the amounts so received losses incurred by it from the Lenders. Promptly following receipt by the Applicable Agent as a result of any receiving payment from any Borrower pursuant to this paragraph, the Applicable Agent shall distribute such payment to the applicable Issuing Bank or, to the extent that Lenders have made payments pursuant to this paragraph to reimburse any Issuing Bank, then to such Lenders and such Issuing Bank as their interests may appear. Any payment made by a Lender pursuant to this paragraph to reimburse any Issuing Bank or reimbursement for any LC Disbursement thereunder from any Person in a currency other than the currency in which such Letter of Credit was originally denominated. Any such amount payable to any Issuing Lender shall not constitute a Loan and shall not relieve any Borrower of its obligation to reimburse be payable within 10 days after demand by such LC DisbursementIssuing Lender.

Reimbursement. If any Issuing Bank shall make any LC Disbursement in respect of a Letter of CreditCredit issued by such Issuing Bank, the applicable Borrower shall reimburse such LC Disbursement by paying to the Applicable 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 applicable Borrower, 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, in the currency in which such LC Disbursement shall have been made, ) not later than 12:00 noon, Local Time, on the date that such LC Disbursement is made, if the applicable Borrower shall have received notice of such LC Disbursement prior to 10:00 a.m., Local Time, on such date, or, if such notice has not been received by the such Borrower prior to such time on such date, then not later than 12:00 noon, Local Time, on (A) the Business Day that the Borrower receives such notice, if such notice is received prior to 10:00 a.m., Local Time, on the day of receipt, or (B) the Business Day immediately following the day that the such Borrower receives such notice; provided that the applicable Borrower may, if subject to the conditions to borrowing set forth herein, request in accordance with Section 2.03 or 2.05 that such notice is not received prior payment be financed with an ABR Revolving Borrowing or Swingline Loan in an equivalent Dollar Amount of such LC Disbursement and, to the extent so financed, such time on Borrower’s obligation to make such payment shall be discharged and replaced by the day of receiptresulting ABR Revolving Borrowing or Swingline Loan. If the any Borrower fails to make such payment when due thendue, the Applicable Administrative Agent shall notify each Revolving Lender of the applicable LC Disbursement, the payment then due from the such Borrower in respect thereof and such Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Revolving Lender shall pay to the Applicable Administrative Agent its Applicable Percentage of the payment then due from the applicable Borrower Borrower, in the same manner as provided in Section 2.07 with respect to Loans made by such Lender (and Section 2.07 shall apply, mutatis mutandis, to the payment obligations of the Revolving Lenders), and the Applicable Administrative Agent shall promptly pay to the applicable such Issuing Bank the amounts so received by it from the Revolving Lenders. Promptly following receipt by the Applicable Administrative Agent of any payment from any Borrower pursuant to this paragraph, the Applicable Administrative Agent shall distribute such payment to the applicable such Issuing Bank or, to the extent that Revolving Lenders have made payments pursuant to this paragraph to reimburse any such Issuing Bank, then to such Lenders and such Issuing Bank as their interests may appear. Any payment made by a Revolving Lender pursuant to this paragraph to reimburse any such Issuing 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 any Borrower of its obligation to reimburse such LC Disbursement. If any Borrower’s reimbursement of, or obligation to reimburse, any amounts in any Foreign Currency would subject the Administrative Agent, any Issuing Bank or any Lender to any stamp duty, ad valorem charge or similar tax that would not be payable if such reimbursement were made or required to be made in Dollars, such Borrower shall, at its option, either (x) pay the amount of any such tax requested by the Administrative Agent, such Issuing Bank or the relevant Lender or (y) reimburse each LC Disbursement made in such Foreign Currency in Dollars, in an amount equal to the Equivalent Amount, calculated using the applicable Exchange Rates, on the date such LC Disbursement is made, of such LC Disbursement.

Reimbursement. If any the Issuing Bank shall make any LC Disbursement in respect of a Letter of Credit, the applicable Borrower shall reimburse such LC Disbursement by paying to the Applicable Administrative Agent an amount equal to such LC Disbursement, in the currency in which such LC Disbursement shall have been made, not later than 12:00 noon2:00 p.m., Local TimeHouston, Texas 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., Local TimeHouston, Texas 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 12:00 noon2:00 p.m., Local TimeHouston, Texas time, on (A) the Business Day that the Borrower receives such notice, if such notice is received prior to 10:00 a.m., Local Time, on the day of receipt, or (B) the Business Day immediately following the day that the Borrower receives such notice; provided that, subject to the conditions to borrowing set forth in Section 4.03 of this Agreement, if the Borrower does not so reimburse the Issuing Bank by such notice is not received prior time, the Borrower shall be deemed to have requested in accordance with Section 2.03 of this Agreement that such time on payment be financed with an ABR Borrowing in an equivalent amount and, to the day of receiptextent so financed, the Borrower’s obligation to make such payment shall be discharged and replaced by the resulting ABR Borrowing. If the Borrower fails to make such payment when due thendue, the Applicable Administrative Agent shall notify each Lender of the applicable LC Disbursement, the payment then due from the Borrower in respect thereof and such Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Lender shall pay to the Applicable Administrative Agent its Applicable Percentage of the payment then due from the applicable Borrower Borrower, in the same manner as provided in Section 2.07 2.05 with respect to Loans made by such Lender Xxxxxx (and Section 2.07 2.05 shall apply, mutatis ​ mutandis, to the payment obligations of the Lenders), and the Applicable Administrative Agent shall promptly pay to the applicable Issuing Bank the amounts so received by it from the Lenders. Promptly following receipt by the Applicable Administrative Agent of any payment from any the Borrower pursuant to this paragraphSection 2.04(e), the Applicable Administrative Agent shall distribute such payment to the applicable Issuing Bank or, to the extent that Lenders have made payments pursuant to this paragraph Section 2.04(e) to reimburse any the Issuing Bank, then to such Lenders and such the Issuing Bank as their interests may appear. Any payment made by a Lender pursuant to this paragraph Section 2.04(e) to reimburse any the Issuing Bank for any LC Disbursement (other than the funding of Loans as contemplated above) shall not constitute a Loan and shall not relieve any the Borrower of its obligation to reimburse such LC Disbursement.. ​

Reimbursement. If any Issuing Bank the Issuer shall make any LC Disbursement in respect of a Letter of Credit, the applicable Relevant Borrower shall reimburse such LC Disbursement by paying to the Applicable Administrative Agent at its Office an amount in the applicable Designated Currency equal to such LC Disbursement, in the currency in which such LC Disbursement shall have been made, not later than 12:00 noonNoon, Local TimeNew York 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., Local 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 12:00 noon, Local Time, on (A) the Business Day that the Borrower receives such notice, if such notice is received prior to 10:00 a.m., Local Time, on the day of receipt, or (B) the Business Day immediately following the day that the Parent or Relevant Borrower receives notice of such noticeLC Disbursement; provided that if the amount to be reimbursed is denominated in Dollars, if the Parent or Relevant Borrower may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.03 that such notice is not received prior payment be financed with Base Rate Option Revolving Credit Loans in an equivalent amount and, to the extent so financed, the Relevant Borrower’s obligation to make such time on payment shall be discharged and replaced by the day of receiptresulting Revolving Credit Loans. If the Relevant Borrower fails to make such payment when due thendue, the Applicable Administrative Agent shall notify each Lender of the applicable LC Disbursement, the payment then due from the Relevant Borrower in respect thereof and such Lender’s Applicable Commitment Percentage thereof. Promptly (and in any event within one Business Day) following receipt of such notice, each Lender shall pay to the Applicable #89365364v21 Administrative Agent its Applicable Commitment Percentage of the payment then due from the applicable Relevant Borrower in the same manner as provided in Section 2.07 2.03(a) with respect to Revolving Credit Loans made by such Lender (and Section 2.07 shall apply, mutatis mutandis, to the payment obligations of the Lenders)Lender, and the Applicable Administrative Agent shall promptly pay to the applicable Issuing Bank Issuer the amounts so received by it from the Lenders. Any amount due from a Lender pursuant to the preceding sentence but not timely paid shall accrue interest for the account of the Issuer at a rate per annum equal to the Federal Funds Effective Rate for the first three days and thereafter at a rate of interest equal to the rate applicable to the Base Rate Portion. Promptly following receipt by the Applicable Administrative Agent of any payment from any the Relevant Borrower pursuant to this paragraph, the Applicable Administrative Agent shall distribute such payment to the applicable Issuing Bank Issuer or, to the extent that Lenders have made payments pursuant to this paragraph to reimburse any Issuing Bankthe Issuer, then to such Lenders and such Issuing Bank the Issuer as their interests may appear. Any payment made by a Lender pursuant to this paragraph to reimburse any Issuing Bank the Issuer for any LC Disbursement (other than the funding of Revolving Credit Loans as contemplated above) shall not constitute a Revolving Credit Loan and shall not relieve any the Relevant Borrower of its obligation to reimburse such LC Disbursement.

Reimbursement. If any Issuing Bank shall make any LC DC Disbursement in respect of a Letter of Documentary Credit, the applicable Borrower shall reimburse such LC DC Disbursement by paying to the Applicable Administrative Agent an amount equal to such LC Disbursement, in the currency in which such LC DC Disbursement shall have been made, not later than 12:00 noon, Local TimeNew York City time, on the date that is two Business Days after such LC DC Disbursement is made, if the Borrower shall have received notice of such LC DC Disbursement prior to 10:00 a.m., Local TimeNew 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 12:00 noon, Local TimeNew York City time, on (A) the Business Day that the Borrower receives such notice, if such notice is received prior to 10:00 a.m., Local Time, on the day of receipt, or (B) the Business Day immediately following the day that the Borrower receives such notice, if such notice is not received prior to such time on the day of receipt; provided that the Borrower may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.3 or 2.5 that such payment be financed with a Base Rate Revolving Borrowing in an equivalent amount and, to the extent so financed, the Borrower’s obligation to make such payment shall be discharged and replaced by the resulting Base Rate Revolving Borrowing Loan. If the Borrower fails to make such payment when due thendue, the Applicable Administrative Agent shall notify each Lender of the applicable LC DC Disbursement, the payment then due from the Borrower in respect thereof and such Lender’s Applicable Revolving Loan Percentage thereof. Promptly following receipt of such notice, each Lender shall pay to the Applicable Administrative Agent its Applicable Revolving Loan Percentage of the payment then due from the applicable Borrower Borrower, in the same manner as provided in Section 2.07 2.5 with respect to Revolving Loans made by such Lender (and Section 2.07 2.5 shall apply, mutatis mutandis, to the payment obligations of the Lenders), and the Applicable Administrative Agent shall promptly pay to the applicable such Issuing Bank the amounts so received by it from the Lenders. Promptly following receipt by the Applicable Administrative Agent of any payment from any the Borrower pursuant to this paragraph, the Applicable Administrative Agent shall distribute such payment to the applicable such Issuing Bank or, to the extent that Lenders have made payments pursuant to this paragraph to reimburse any such Issuing Bank, then to such Lenders and such Issuing Bank as their interests may appear. Any payment made by a Lender pursuant to this paragraph to reimburse any such Issuing Bank for any LC DC Disbursement (other than the funding of Base Rate Revolving Loans as contemplated above) shall not constitute a Loan and shall not relieve any the Borrower of its obligation to reimburse such LC DC Disbursement.

Reimbursement. If any the Issuing Bank shall make any LC Disbursement in respect of a Letter of Credit, the applicable Borrower shall reimburse such LC Disbursement by paying to the Applicable Administrative Agent in Dollars the Dollar Amount equal to such LC Disbursement, calculated as of the date the Issuing Bank made such LC Disbursement (or if the Issuing Bank shall so elect in its sole discretion by notice to the Borrower, in such other Agreed Currency which was paid by the Issuing Bank pursuant to such LC Disbursement in an amount equal to such LC Disbursement, in the currency in which such LC Disbursement shall have been made, ) not later than 12:00 noon, Local 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., Local 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 12:00 noon, Local Time, on (A) the Business Day that the Borrower receives such notice, if such notice is received prior to 10:00 a.m., Local Time, on the day of receipt, or (B) the Business Day immediately following the day that the Borrower receives such notice, if such notice is not received prior to such time on the day of receipt; provided that, if such LC Disbursement is not less than the Dollar Amount of $1,000,000, the Borrower may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.03 or 2.05 that such payment be financed with an ABR Revolving Borrowing or Swingline Loan in an equivalent Dollar Amount of such LC Disbursement and, to the extent so financed, the Borrower’s obligation to make such payment shall be discharged and replaced by the resulting ABR Revolving Borrowing or Swingline Loan. If the Borrower fails to make such payment when due thendue, the Applicable Administrative Agent shall notify each Applicable Lender of the applicable LC Disbursement, the payment then due from the Borrower in respect thereof and such Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Applicable Lender shall pay to the Applicable Administrative Agent its Applicable Percentage (after giving effect to the reallocation provisions of paragraph (k) below) of the payment then due from the applicable Borrower Borrower, in the same manner as provided in Section 2.07 with respect to Loans made by such Lender (and Section 2.07 shall apply, mutatis mutandis, to the payment obligations of the Applicable Lenders), and the Applicable Administrative Agent shall promptly pay to the applicable Issuing Bank the amounts so received by it from the Applicable Lenders. Promptly following receipt by the Applicable Administrative Agent of any payment from any the Borrower pursuant to this paragraph, the Applicable Administrative Agent shall distribute such payment to the applicable Issuing Bank or, to the extent that Applicable Lenders have made payments pursuant to this paragraph to reimburse any the Issuing Bank, then to such Lenders and such the Issuing Bank as their interests may appear. Any payment made by a an Applicable Lender pursuant to this paragraph to reimburse any the Issuing 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 any the Borrower of its obligation to reimburse such LC Disbursement. If the Borrower’s reimbursement of, or obligation to reimburse, any amounts in any Foreign Currency would subject the Administrative Agent, the Issuing Bank or any Multicurrency Tranche Lender to any stamp duty, ad valorem charge or similar tax that would not be payable if such reimbursement were made or required to be made in Dollars, the Borrower shall, at its option, either (x) pay the amount of any such tax requested by the Administrative Agent, the Issuing Bank or the relevant Multicurrency Tranche Lender or (y) reimburse each LC Disbursement made in such Foreign Currency in Dollars, in an amount equal to the Equivalent Amount, calculated using the applicable exchange rates, on the date such LC Disbursement is made, of such LC Disbursement.

Reimbursement. If any the Issuing Bank shall make any LC Disbursement in respect of a Letter of Credit, the applicable Borrower shall reimburse such LC Disbursement by paying to the Applicable Agent an amount equal to such LC Disbursement, in the currency in which such LC Disbursement shall have been made, not later than 12:00 noon, Local Time, 1:00 p.m. 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., Local Time, a.m. 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, Local Time, 1:00 p.m. on (A) the Business Day that the Borrower receives such notice, if such notice is received prior to 10:00 a.m., Local Time, on the day of receipt, or (B) the Business Day immediately following the day that the Borrower receives such notice, if such notice is not received ; provided that Borrower may prior to the Revolving Termination Date, subject to the conditions to borrowing set forth herein, request in accordance with Section 4.1 that such time on payment be financed with a Revolving Loan or a Swingline Loan in an equivalent amount and, to the day of receiptextent so financed, Borrower’s obligation to make such payment shall be discharged and replaced by the resulting Revolving Loan. If the Borrower fails to make such payment when due thendue, Borrower shall be deemed to have requested an advance of a Revolving Loan in an amount equal to the Applicable unreimbursed LC Disbursement. To the extent such deemed borrowing would cause the total Revolving Exposure to exceed the Revolving Commitment, Agent shall notify each Lender Bank of the applicable unreimbursed LC Disbursement, the payment then due from the Borrower in respect thereof and such LenderBank’s Applicable Commitment Percentage thereof. Promptly following receipt of such notice, each Lender Bank shall pay to the Applicable Agent its Applicable Commitment Percentage of the payment then due from the applicable Borrower Borrower, in the same manner as provided in Section 2.07 4.1 with respect to Loans made by such Lender Bank (and Section 2.07 4.1 shall apply, mutatis mutandis, to the payment obligations of the LendersBanks), and the Applicable Agent shall promptly pay to the applicable Issuing Bank the amounts so received by it from the LendersBanks. Promptly following receipt by the Applicable Agent of any payment from any Borrower pursuant to this paragraph, the Applicable Agent shall distribute such payment to the applicable Issuing Bank or, to the extent that Lenders the Banks have made payments pursuant to this paragraph to reimburse any the Issuing Bank, then to such Lenders Banks and such the Issuing Bank as their interests may appear. Any payment made by a Lender Bank pursuant to this paragraph to reimburse any the Issuing Bank for any LC Disbursement (other than the funding of Loans as contemplated above) shall not constitute a Loan and shall not relieve any Borrower of its obligation to reimburse such LC Disbursement.

Reimbursement. If any LC Issuing Bank shall make any LC Disbursement in respect of a Letter of Credit, the applicable Borrower shall reimburse such LC Disbursement by paying to the Applicable Agent an amount equal to such LC Disbursement, in the currency in which such LC Disbursement shall have been made, not later than 12:00 noon2:00 p.m., Local TimePittsburgh time, on the date that such LC Disbursement is mademade or the next Business Day if the Borrower has requested a Committed Loan to finance such reimbursement, if the Borrower shall have received notice of such LC Disbursement prior to 10:00 a.m., Local TimePittsburgh 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 12:00 noon2:00 p.m., Local TimePittsburgh time, on (A) the Business Day that the Borrower receives such notice, if such notice is received prior to 10:00 a.m., Local Time, on the day of receipt, or (B) the Business Day immediately following the day that the Borrower receives such noticenotice or the next Business Day if the Borrower has requested a Committed Loan to finance such reimbursement; provided that, if the Borrower may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.02 that such notice is not received prior payment be financed with (X) a Base Rate Borrowing (notwithstanding the fact that such LC Disbursement may be less than the Minimum Committed Amount) or (Y) a Swingline Loan (notwithstanding the fact that such LC Disbursement may be less than the Minimum Swingline Amount), in each case in an equivalent amount and, accordingly, the Borrower's obligation to make such time on payment shall be discharged and replaced by the day of receiptresulting Base Rate Borrowing or Swingline Loan, as the case may be. If the Borrower fails to make such payment when due thendue, the Applicable Agent shall notify each Lender Bank of the applicable LC Disbursement, the payment then due from the Borrower in respect thereof and such Lender’s Applicable Percentage Bank's share thereof. Promptly following receipt of such notice, each Lender Bank shall pay to the Applicable Agent its Applicable Percentage share of the payment then due from the applicable Borrower Borrower, in the same manner as provided in Section 2.07 2.04 with respect to Loans made by such Lender Bank (and Section 2.07 2.04 shall apply, mutatis mutandis, to the payment obligations of the LendersBanks), and the Applicable Agent shall promptly pay to the applicable such LC Issuing Bank the amounts so received by it from the LendersBanks. Promptly following receipt by the Applicable Agent of any payment from any the Borrower pursuant to this paragraph, the Applicable Agent shall distribute such payment to the applicable such LC Issuing Bank or, to the extent that Lenders Banks have made payments pursuant to this paragraph to reimburse any for the account of such LC Issuing Bank, then to such Lenders Banks and such the LC Issuing Bank as their interests may appear. Any payment made by a Lender Bank pursuant to this paragraph to reimburse any for the account of such LC Issuing Bank for any LC Disbursement (other than the funding of a Base Rate Borrowing or a Swingline Loan as contemplated above) shall not constitute a Loan and shall not relieve any the Borrower of its obligation to reimburse such LC Disbursement.

Reimbursement. If any the Issuing Bank shall make any LC Disbursement in respect of a Letter of Credit, the applicable Borrower shall reimburse such LC Disbursement by paying to the Applicable Administrative Agent an in dollars the amount equal to such LC Disbursement, in calculated as of the currency in which date the Issuing Bank made such LC Disbursement shall have been madeDisbursement, not later than 12:00 noon, Local Time, on the first Business Day following the date that such LC Disbursement is made, if on which the Borrower shall have received notice of such LC Disbursement prior from the Issuing Bank; provided that, the Borrower may, subject to 10:00 a.m.the conditions to borrowing set forth herein, Local Timerequest in accordance with Section 2.03 or 2.05 that such payment be financed with an ABR Revolving Borrowing or Swingline Loan in an equivalent amount of such LC Disbursement and, on to the extent so financed, the Borrower’s obligation to make such date, or, if such notice has not been received payment shall be discharged and replaced by the Borrower prior to such time on such dateresulting ABR Revolving Borrowing or Swingline Loan, then not later than 12:00 noon, Local Time, on (A) the Business Day that the Borrower receives such notice, if such notice is received prior to 10:00 a.m., Local Time, on the day of receipt, or (B) the Business Day immediately following the day that the Borrower receives such notice, if such notice is not received prior to such time on the day of receiptas applicable. If the Borrower fails to make such payment when due thendue, the Applicable Administrative Agent shall notify each Revolving Lender of the applicable LC Disbursement, the amount of the payment then due from the Borrower in respect thereof and such Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Revolving Lender shall pay to the Applicable Administrative Agent its Applicable Percentage of the payment then due from the applicable Borrower Borrower, in the same manner as provided in Section 2.07 with respect to Loans made by such Lender (and Section 2.07 shall apply, mutatis mutandis, to the payment obligations of the Revolving Lenders), and the Applicable Administrative Agent shall promptly pay to the applicable Issuing Bank the amounts so received by it from the Revolving Lenders. Promptly following receipt by the Applicable Administrative Agent of any payment from any the Borrower pursuant to this paragraph, the Applicable Administrative Agent shall distribute such payment to the applicable Issuing Bank or, to the extent that Revolving Lenders have made payments pursuant to this paragraph to reimburse any the Issuing Bank, then to such Lenders and such the Issuing Bank as their interests may appear. Any payment made by a Revolving Lender pursuant to this paragraph to reimburse any the Issuing 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 any the Borrower of its obligation to reimburse such LC Disbursement.. (f)

Reimbursement. If any the Issuing Bank shall make any LC Disbursement in respect of a Letter of Credit, the applicable Borrower Company shall reimburse the Issuing Bank, or cause the Issuing Bank to be reimbursed, in immediately available funds, in each case in the applicable Agreed Currency and otherwise in accordance with the terms of the applicable Letter of Credit Application, no later than (x) on the same Business Day that the Company receives written notice from the Issuing Bank that the Issuing Bank has made such LC Disbursement under such Letter of Credit if such notice is received by paying to the Applicable Agent an amount equal to such LC Disbursement, in the currency in which such LC Disbursement shall have been made, not later than 12:00 noon, Local Time, on the date that such LC Disbursement is made, if the applicable Borrower shall have received notice of such LC Disbursement prior to by 10:00 a.m., Local Time, and (y) 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, Local Time, on (A) the next succeeding Business Day after which the Company receives written notice from the Issuing Bank that the Borrower receives such notice, LC Disbursement has been made under such Letter of Credit if such notice is received prior to by the applicable Borrower after 10:00 a.m., Local Time; provided that, on the day of receiptCompany may, subject to the conditions to borrowing set forth in Section 2.02 hereof, request in accordance with Section 2.03 that such payment be financed with (x) a Base Rate Borrowing or (By) the Business Day immediately following the day that the Borrower receives such notice, if such notice LC Disbursement is not received prior to such time on in an Agreed Currency or in respect of a Foreign Subsidiary Borrower, an Overnight LIBO Borrowing in the day Dollar Amount of receiptthe LC Disbursement. If the Borrower Company fails to make such payment when due thendue, the Applicable Agent Issuing Bank shall notify each Lender of the applicable LC Disbursement, the payment then due from the Borrower Company in respect thereof and such Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Lender shall pay to the Applicable Agent Issuing Bank its Applicable Percentage of the payment then due from the applicable Borrower Company, in the same manner as and the currency provided in Section 2.07 2.05 hereof with respect to Loans made by such Lender (and Section 2.07 2.05 hereof shall apply, mutatis mutandis, to the such payment obligations of the Lenders), and the Applicable Agent shall promptly pay to the applicable Issuing Bank the amounts so received by it from the Lenders. Promptly following receipt by the Applicable Agent Issuing Bank of any payment from any Borrower the Company pursuant to this paragraph, the Applicable Agent shall distribute such payment to the applicable Issuing Bank orshall, to the extent that Lenders have made payments pursuant to this paragraph to reimburse any the Issuing Bank, then to such Lenders and such Issuing Bank as their interests may appear. Any payment made by a Lender pursuant to this paragraph to reimburse any the Issuing Bank for any LC Disbursement (other than the funding of Base Rate Loans or Overnight LIBO Loans as contemplated above) shall not constitute a Loan and shall not relieve any Borrower the Company of its obligation to reimburse such LC Disbursement.

Reimbursement. If any Issuing Bank shall make any LC Disbursement in respect of a Letter of Credit, the applicable Borrower shall reimburse such LC Disbursement by paying to the Applicable Administrative Agent an amount equal to such LC Disbursement, in the currency in which Disbursement (x) if such Issuing Bank shall have given notice of such LC Disbursement shall have been to the Borrower at or before 10 a.m., New York City time, on the day such LC Disbursement is made, on the day such LC Disbursement is made and (y) otherwise, not later than 12:00 noon, Local TimeNew 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., Local 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 12:00 noon, Local Time, on (A) the Business Day that the Borrower receives such notice, if such notice is received prior to 10:00 a.m., Local Time, on the day of receipt, or (B) the Business Day immediately following the day that the Borrower receives shall have received notice of such noticeLC Disbursement; provided that, if such notice LC Disbursement is not received prior less than $250,000, the Borrower may, subject to the conditions to borrowing set forth herein, request (and, if the Borrower fails to reimburse such time on LC Disbursement when due, the day of receiptBorrower shall be deemed to have requested) in accordance with Section 2.04 that such LC Disbursement be financed with a Swingline Loan in an equivalent amount and, to the extent so financed, the Borrower’s obligation to make such payment shall be discharged and replaced by the resulting Swingline Loan. If the Borrower fails to make such payment when due thendue, the Applicable Administrative Agent shall notify each Lender of the applicable LC Disbursement, the payment then due from the Borrower in respect thereof and such Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Lender shall pay to the Applicable Administrative Agent its Applicable Percentage of the payment then due from the applicable Borrower Borrower, in the same manner as provided in Section 2.07 2.06 with respect to Loans made by such Lender (and Section 2.07 2.06 shall apply, mutatis mutandis, to the payment obligations of the Lenders), and the Applicable Administrative Agent shall promptly pay to the applicable Issuing Bank the amounts so received by it from the Lenders. Promptly following receipt by the Applicable Administrative Agent of any payment from any the Borrower pursuant to this paragraph, the Applicable Administrative Agent shall distribute such payment to the applicable Issuing Bank or, to the extent that Lenders have made payments pursuant to this paragraph to reimburse any such Issuing Bank, then to such Lenders and such Issuing Bank as their interests may appear. Any payment made by a Lender pursuant to this paragraph to reimburse any the applicable Issuing Bank for any LC Disbursement (other than the funding of a Swingline Loan as contemplated above) shall not constitute a Loan and shall not relieve any the Borrower of its obligation to reimburse such LC Disbursement.

Reimbursement. If any an Issuing Bank shall make any LC Disbursement in respect of a Letter of Credit, the applicable Borrower shall reimburse such LC Disbursement by paying to the Applicable Administrative Agent an amount equal to in Dollars such LC Disbursement, in calculated as of the currency in which date the Issuing Bank made such LC Disbursement shall have been made, not later than 12:00 noon, Local TimeNew York City time, on the first (1st) Business Day immediately following the date that such LC Disbursement is made; provided that, if the Borrower shall have received notice of such LC Disbursement prior is not less than $1,000,000, the Borrower may, subject to 10:00 a.m.the conditions to borrowing set forth herein, Local Timerequest in accordance with Section 2.03 that such payment be financed with a Dollar denominated ABR Loan on the date on which such drawing is honored and in an amount equal to the amount of such drawing and, on to the extent so financed, the Borrower’s obligation to make such date, or, if such notice has not been received payment shall be discharged and replaced by the Borrower prior to such time on such date, then not later than 12:00 noon, Local Time, on (A) the Business Day that the Borrower receives such notice, if such notice is received prior to 10:00 a.m., Local Time, on the day of receipt, or (B) the Business Day immediately following the day that the Borrower receives such notice, if such notice is not received prior to such time on the day of receiptresulting ABR Borrowing. If the Borrower fails to make such payment when due thendue, the Applicable Administrative Agent shall notify each Lender of the applicable LC Disbursement, the payment then due from the Borrower in respect thereof and such Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Lender shall pay to the Applicable Administrative Agent its Applicable Percentage of the payment then due from the applicable Borrower Borrower, in the same manner as provided in Section 2.07 2.06 with respect to Loans made by such Lender (and Section 2.07 2.06 shall apply, mutatis mutandis, to the payment obligations of the Lenders), and the Applicable Administrative Agent shall promptly pay to the applicable Issuing Bank the amounts so received by it from the Lenders. Promptly following receipt by the Applicable Administrative Agent of any payment from any the Borrower pursuant to this paragraphparagraph (e), the Applicable Administrative Agent shall distribute such payment to the applicable Issuing Bank or, to the extent that Lenders have made payments pursuant to this paragraph (e) to reimburse any the applicable Issuing Bank, then to such Lenders and such the applicable Issuing Bank as their interests may appear. Any payment made by a Lender pursuant to this paragraph (e) to reimburse any an Issuing Bank for any LC Disbursement (other than the funding of ABR Loans as contemplated above) shall not constitute a Loan and shall not relieve any the Borrower of its obligation to reimburse such LC Disbursement.

Reimbursement. If any the Issuing Bank shall make any LC Disbursement in respect of a Letter of Credit, the applicable Borrower shall reimburse such LC Disbursement in the same Currency as such LC Disbursement by paying to the Applicable Agent Issuing Bank an amount equal to such LC Disbursement, in the currency in which such LC Disbursement shall have been made, not later than 12:00 noon2:00 p.m., Local 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., Local 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 12:00 noon, Local Time, on (A) the Business Day that the Borrower receives such notice, if such notice is received prior to 10:00 a.m., Local Time, on the day of receipt, or (B) the Business Day immediately following the day that the such Borrower receives notice of such noticeLC Disbursement; provided that, if such notice is not received prior Borrower fails to reimburse the Issuing Bank on such time on date, the day Borrower shall be deemed to have requested a 2016 Base Rate Borrowing in the principal amount and Currency of receiptthe LC Disbursement, without regard to the minimum amounts and multiples set forth in Section 2.02, but subject to the unutilized portion of the 2016 Commitments. If the Borrower fails elects, or is deemed, to make finance amounts due under any Letter of Credit in such payment when due thena manner, the Applicable Agent Borrower’s obligation to pay an amount equal to the LC Disbursement to the Issuing Bank shall be discharged and replaced by the resulting 2016 Base Rate Borrowing, and the Issuing Bank shall notify the Administrative Agent, who shall notify each 2016 Lender of the applicable LC Disbursement, the payment then due from the Borrower in respect thereof Disbursement and corresponding 2016 Base Rate Borrowing and such Lender’s 2016 Applicable Percentage thereof. Promptly following receipt of such notice, each 2016 Lender shall pay to the Applicable Agent Issuing Bank its 2016 Applicable Percentage of the payment then due from the applicable Borrower such 2016 Base Rate Borrowing, in the same manner as provided in Section 2.07 2.06 with respect to Loans made by such Lender (and Section 2.07 2.06 shall apply, mutatis mutandis, to the payment obligations of the 2016 Lenders), and the Applicable Agent shall promptly pay to the applicable Issuing Bank the amounts so received by it from the Lenders. Promptly following receipt by the Applicable Agent of any payment from any a Borrower pursuant to this paragraph, the Applicable Agent shall distribute such payment shall be distributed to the applicable Issuing Bank (and the participating 2016 Lenders as their interests may appear) or, to the extent that 2016 Lenders have made payments pursuant to this paragraph to fund any 2016 Base Rate Loan made to reimburse any the Issuing Bank, then to such Lenders and such the Issuing Bank (and the participating 2016 Lenders as their interests may appear. Any payment made by a Lender pursuant to this paragraph to reimburse any Issuing Bank for any LC Disbursement shall not constitute a Loan and shall not relieve any Borrower of its obligation to reimburse such LC Disbursement) pro rata as their interests may appear.

Reimbursement. If any the Issuing Bank shall make any LC Disbursement in respect of a Letter of Credit, the applicable Borrower shall reimburse such LC Disbursement by paying to the Applicable Administrative Agent an amount equal to such LC Disbursement, in the currency in which such LC Disbursement shall have been made, not later than 12:00 noon1:00 p.m., Local TimeNew 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.12:00 noon, Local TimeNew York City time, on such date, or, or if such notice has not been received by the Borrower prior to such time on such date, then not later than 12:00 noon1:00 p.m., Local TimeNew York City time, on (Ai) the Business Day that the Borrower receives such notice, if such notice is received prior to 10:00 a.m.12:00 noon, Local TimeNew York City time, on the day of receiptsuch day, or (Bii) the Business Day immediately following the day that the Borrower receives such notice, if such notice is not received prior to such time on the day of receiptsuch day. If the Borrower fails to make such payment under this paragraph when due thendue, the Applicable Administrative Agent shall notify each Lender of the applicable LC Disbursement, the payment then due from the Borrower in respect thereof and such Lender’s Applicable 's Commitment Percentage thereof. Promptly following receipt of such notice, each Lender shall pay to the Applicable Administrative Agent its Applicable Commitment Percentage of the payment then due from the applicable Borrower Borrower, in the same manner as provided in Section 2.07 2.3 with respect to Loans Conventional Advances made by such Lender (and Section 2.07 2.3 shall apply, mutatis mutandis, to the payment obligations of the Lenders), and the Applicable Administrative Agent shall promptly pay to the applicable Issuing Bank the amounts so received by it from the Lenders. Promptly following receipt by the Applicable Administrative Agent of any payment from any the Borrower pursuant to this paragraph, the Applicable Administrative Agent shall distribute such payment to the applicable Issuing Bank or, to the extent that Lenders have made payments pursuant to this paragraph to reimburse any the Issuing Bank, then to such Lenders and such the Issuing Bank as their interests may appear. Any payment made by a Lender pursuant to this paragraph to reimburse any the Issuing Bank for any LC Disbursement (other than the funding of a Revolving Credit Loan as contemplated above) shall not constitute a Loan and shall not relieve any the Borrower of its obligation to reimburse such LC Disbursement.

Reimbursement. If any the applicable Issuing Bank shall make any LC Disbursement in respect of a Letter of Credit, the applicable Borrower shall reimburse such LC Disbursement by paying to the Applicable Agent applicable Issuing Bank an amount equal to such LC Disbursement, in the currency in which such LC Disbursement shall have been made, not later than 12:00 noon, Local TimeNew 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., Local TimeNew 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 12:00 noon, Local TimeNew York City time, on (A) the Business Day that the Borrower receives such notice, if such notice is received prior to 10:00 a.m., Local Time, on the day of receipt, or (B) the Business Day immediately following the day that the Borrower receives such notice, if such notice is not received prior to such time on the day of receipt; the Borrower shall, subject to the conditions to Borrowing set forth herein, be deemed to have requested, and the Borrower does hereby request under such circumstances, that such payment be financed with an ABR Borrowing in an equivalent amount and, to the extent so financed, the Borrower’s obligation to make such payment shall be discharged and replaced by the resulting Borrowing of ABR Loans. If the Borrower fails to make such payment when due thendue, the Applicable Administrative Agent shall notify each Lender of the applicable LC Disbursement, the payment then due from the Borrower in respect thereof and such Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Lender shall pay to the Applicable Administrative Agent its Applicable Percentage of the payment then due from the applicable Borrower Borrower, in the same manner as provided in Section 2.07 with respect to Loans made by such Lender (and Section 2.07 shall apply, mutatis mutandis, to the payment obligations of the Lenders), and the Applicable Administrative Agent shall promptly pay to the applicable Issuing Bank the amounts so received by it from the Lenders. Promptly following receipt by the Applicable Administrative Agent of any payment from any the Borrower pursuant to this paragraphSection 2.05(e), the Applicable Administrative Agent shall distribute such payment to the applicable Issuing Bank or, to the extent that Lenders have made payments pursuant to this paragraph Section 2.05(e) to reimburse any the Issuing Bank, then to such Lenders and such the Issuing Bank as their interests may appear. Any payment made by a Lender pursuant to this paragraph Section 2.05(e) to reimburse any the applicable Issuing Bank for any LC Disbursement (other than the funding of ABR Loans as contemplated above) shall not constitute a Loan and shall not relieve any the Borrower of its obligation to reimburse such LC Disbursement.

Reimbursement. If any Issuing Bank shall make any LC Disbursement in respect of a Letter of Credit, the applicable Borrower shall reimburse such LC Disbursement by paying to the Applicable Administrative Agent an in Dollars the amount equal to such LC Disbursement, in calculated as of the currency in which date such Issuing Bank made such LC Disbursement shall have been made, not later than 12:00 noon, Local TimeNew 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., Local 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 12:00 noon, Local Time, on (A) the Business Day that the Borrower receives such notice, if such notice is received prior to 10:00 a.m., Local Time, on the day of receipt, or (B) the Business Day immediately following the day that the Borrower receives notice of such noticeLC Disbursement; provided that, if such notice LC Disbursement is not received prior less than $1,000,000, the Borrower may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.1 that such time on payment be financed with a Base Rate Loan in an equivalent amount of such LC Disbursement and, to the day of receiptextent so financed, the Borrower’s obligation to make such payment shall be discharged and replaced by the resulting Base Rate Loan. If the Borrower fails to make such payment when due thendue, the Applicable Administrative Agent shall notify each Lender of the applicable LC Disbursement, the payment then due from the Borrower in respect thereof and such Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Lender shall pay to the Applicable Administrative Agent its Applicable Percentage of the payment then due from the applicable Borrower Borrower, in the same manner as provided in Section 2.07 2.1 with respect to Loans made by such Lender (and Section 2.07 2.1 shall apply, mutatis mutandis, to the payment obligations of the Lenders), and the Applicable Administrative Agent shall promptly pay to the applicable Issuing Bank the amounts so received by it from the Lenders. Promptly following receipt by the Applicable Administrative Agent of any payment from any the Borrower pursuant to this paragraph, the Applicable Administrative Agent shall distribute such payment to the applicable Issuing Bank or, to the extent that Lenders have made payments pursuant to this paragraph to reimburse any such Issuing Bank, then to such Lenders and such Issuing Bank as their interests may appear. Any payment made by a Lender pursuant to this paragraph to reimburse any the applicable Issuing Bank for any LC Disbursement (other than the funding of Base Rate Loans as contemplated above) shall not constitute a Loan and shall not relieve any the Borrower of its their obligation to reimburse such LC Disbursement.

Reimbursement. If any Issuing Bank Issuer shall make any LC Letter of Credit Disbursement in respect of a Letter of CreditCredit issued by such Issuer, the applicable Borrower shall reimburse such LC Letter of Credit Disbursement by paying to the Administrative Agent for the account of the applicable Issuer at the Alternate Base Rate plus the Applicable Agent Margin, an amount equal to such LC Disbursement, in the currency in which such LC Letter of Credit Disbursement shall have been made, not later than 12:00 noonp.m., Local TimeNew York time, on the date that day such LC Letter of Credit Disbursement is made, if the Borrower shall have received notice of such LC Letter of Credit Disbursement prior to 10:00 a.m., Local TimeNew York 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 12:00 noon2:00 p.m., Local Time, on (A) the Business Day that the Borrower receives such notice, if such notice is received prior to 10:00 a.m., Local TimeNew York time, on the day next succeeding Business Day; provided that if such Letter of receiptCredit Disbursement is not less than $1,000,000, or (B) the Business Day immediately following the day that the Borrower receives shall, subject to the conditions to Borrowing set forth herein, be deemed to have requested, and the Borrower does hereby request under such noticecircumstances, if that such notice is not received prior payment be financed with a Base Rate Loan in an equivalent amount and, to the extent so financed, the Borrower’s obligation to make such time on payment shall be discharged and replaced by the day of receiptresulting Base Rate Loan. If the Borrower fails to make such payment when due thendue, the Applicable Administrative Agent shall notify each Lender of the applicable LC Letter of Credit Disbursement, the payment then due from the Borrower in respect thereof and such Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Lender shall pay to the Applicable Administrative Agent its Applicable Percentage of the payment then due from the applicable Borrower Borrower, in the same manner as provided in Section 2.07 2.05 with respect to Loans made by such Lender (and Section 2.07 2.05 shall apply, mutatis mutandis, to the payment obligations of the Lenders), and the Applicable Administrative Agent shall promptly pay to the applicable Issuing Bank Issuer that issued such Letter of Credit the amounts so received by it from the Lenders. Promptly following receipt by the Applicable Administrative Agent of any payment from any the Borrower pursuant to this paragraphSection 2.08(e), the Applicable Administrative Agent shall distribute such payment to the applicable Issuing Bank Issuer that issued such Letter of Credit or, to the extent that Lenders have made payments pursuant to this paragraph Section 2.08(e) to reimburse any Issuing Banksuch Issuer, then to such Lenders and such Issuing Bank Issuer as their interests may appear. Any payment made by a Lender pursuant to this paragraph Section 2.08(e) to reimburse any Issuing Bank Issuer for any LC Letter of Credit Disbursement (other than the funding of ABR Loans as contemplated above) shall not constitute a Loan and shall not relieve any the Borrower of its obligation to reimburse such LC Letter of Credit Disbursement. Any Letter of Credit Disbursement not reimbursed by the Borrower or funded as a Loan prior to 2:00 p.m., New York time, shall bear interest for such day at the ABR plus the Applicable Margin.

Reimbursement. If any Issuing Bank LC Issuer shall make any LC Disbursement in respect of a Letter of Credit, the applicable Borrower shall reimburse such LC Disbursement by paying to the Applicable Agent an amount equal to such LC Disbursement, in the currency in which such LC Disbursement shall have been made, not later than 12:00 noon, Local 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., Local 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 12:00 noon, Local TimeChicago time, on (Ai) the Business Day that the Borrower receives notice of such noticeLC Disbursement, if such notice is received prior to 10:00 a.m., Local TimeChicago time, on the day of receipt, or (Bii) the Business Day immediately following the day that the Borrower receives such notice, if such notice is not received prior to such time on the day of receipt; provided that Borrower may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.3 or 2.5 that such payment be financed with a Base Rate Revolving Borrowing or Swingline Loan in an equivalent amount and, to the extent so financed, Borrower’s obligation to make such payment shall be discharged and replaced by the resulting Base Rate Revolving Borrowing or Swingline Loan. If the Borrower fails to make such payment when due thendue, the Applicable Agent shall notify each Revolving Lender of the applicable LC Disbursement, the payment then due from the Borrower in respect thereof and such Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Revolving Lender shall pay to the Applicable Agent its Applicable Percentage of the payment then due from the applicable Borrower Borrower, in the same manner as provided in Section 2.07 2.7 with respect to Loans made by such Lender (and Section 2.07 2.7 shall apply, mutatis mutandis, to the payment obligations of the Revolving Lenders), and the Applicable Agent shall promptly pay to the applicable Issuing Bank LC Issuer the amounts so received by it from the Revolving Lenders. Promptly following receipt by the Applicable Agent of any payment from any Borrower pursuant to this paragraph, the Applicable Agent shall distribute such payment to the applicable Issuing Bank LC Issuer or, to the extent that Revolving Lenders have made payments pursuant to this paragraph to reimburse any Issuing Banksuch LC Issuer, then to such Lenders and such Issuing Bank LC Issuer as their interests may appear. Any payment made by a Revolving Lender pursuant to this paragraph to reimburse any Issuing Bank LC Issuer 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 any Borrower of its obligation to reimburse such LC Disbursement.

Reimbursement. If any the Issuing Bank shall make any LC Disbursement in respect of a Letter of Credit, the applicable Borrower shall reimburse such LC Disbursement by paying to the Applicable Administrative Agent an in Dollars the amount equal to such LC Disbursement, in calculated as of the currency in which date the Issuing Bank made such LC Disbursement shall have been made, not later than 12:00 noon, Local TimeNew York City time, on the Business Day immediately following the date that the Borrower receives notice that such LC Disbursement is made; provided that, if such LC Disbursement is not less than $1,000,000, the Borrower shall have received notice 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 an ABR Revolving Borrowing or Swingline Loan in an equivalent amount of such LC Disbursement prior and, to 10:00 a.m.the extent so financed, Local Time, on the Borrower’s obligation to make such date, or, if such notice has not been received payment shall be discharged and replaced by the Borrower prior to such time on such date, then not later than 12:00 noon, Local Time, on (A) the Business Day that the Borrower receives such notice, if such notice is received prior to 10:00 a.m., Local Time, on the day of receipt, resulting ABR Revolving Borrowing or (B) the Business Day immediately following the day that the Borrower receives such notice, if such notice is not received prior to such time on the day of receiptSwingline Loan. If the Borrower fails to make such payment when due thendue, the Applicable Administrative Agent shall notify each Lender of the applicable LC Disbursement, the payment then due from the Borrower in respect thereof and such Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Lender shall pay to the Applicable Administrative Agent its Applicable Percentage of the payment then due from the applicable Borrower Borrower, in the same manner as provided in Section 2.07 with respect to Loans made by such Lender (and Section 2.07 shall apply, mutatis mutandis, to the payment obligations of the Lenders), and the Applicable Administrative Agent shall promptly pay to the applicable Issuing Bank the amounts so received by it from the Lenders. Promptly following receipt by the Applicable Administrative Agent of any payment from any the Borrower pursuant to this paragraph, the Applicable Administrative Agent shall distribute such payment to the applicable Issuing Bank or, to the extent that Lenders have made payments pursuant to this paragraph to reimburse any the Issuing Bank, then to such Lenders and such the Issuing Bank as their interests may appear. Any payment made by a Lender pursuant to this paragraph to reimburse any the Issuing 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 any the Borrower of its obligation to reimburse such LC Disbursement.

Reimbursement. If any the Issuing Bank shall make any LC Disbursement in respect of a Letter of Credit, the applicable Borrower shall reimburse such LC Disbursement by paying to the Applicable Administrative Agent in Dollars the Dollar Amount equal to such LC Disbursement, calculated as of the date the Issuing Bank made such LC Disbursement (or if the Issuing Bank shall so elect in its sole discretion by notice to the Borrower, in such other Agreed Currency which was paid by the Issuing Bank pursuant to such LC Disbursement in an amount equal to such LC Disbursement, in the currency in which such LC Disbursement shall have been made, ) not later than 12:00 noon, Local 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., Local 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 12:00 noon, Local Time, on (A) the Business Day that the Borrower receives such notice, if such notice is received prior to 10:00 a.m., Local Time, on the day of receipt, or (B) the Business Day immediately following the day that the Borrower receives such notice, if such notice is not received prior to such time on the day of receipt; provided that, if such LC Disbursement is not less than the Dollar Amount of $1,000,000, the Borrower may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.03 or 2.05 that such payment be financed with an ABR Revolving Borrowing or Swingline Loan in an equivalent Dollar Amount of such LC Disbursement and, to the extent so financed, the Borrower’s obligation to make such payment shall be discharged and replaced by the resulting ABR Revolving Borrowing or Swingline Loan. If the Borrower fails to make such payment when due thendue, the Applicable Administrative Agent shall notify each Lender of the applicable LC Disbursement, the payment then due from the Borrower in respect thereof and such Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Lender shall pay to the Applicable Administrative Agent its Applicable Percentage of the payment then due from the applicable Borrower Borrower, in the same manner as provided in Section 2.07 with respect to Loans made by such Lender (and Section 2.07 shall apply, mutatis mutandis, to the payment obligations of the Lenders), and the Applicable Administrative Agent shall promptly pay to the applicable Issuing Bank the amounts so received by it from the Lenders. Promptly following receipt by the Applicable Administrative Agent of any payment from any the Borrower pursuant to this paragraph, the Applicable Administrative Agent shall distribute such payment to the applicable Issuing Bank or, to the extent that Lenders have made payments pursuant to this paragraph to reimburse any the Issuing Bank, then to such Lenders and such the Issuing Bank as their interests may appear. Any payment made by a Lender pursuant to this paragraph to reimburse any the Issuing 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 any the Borrower of its obligation to reimburse such LC Disbursement. If the Borrower’s reimbursement of, or obligation to reimburse, any amounts in any Foreign Currency would subject the Administrative Agent, the Issuing Bank or any Lender to any stamp duty, ad valorem charge or similar tax that would not be payable if such reimbursement were made or required to be made in Dollars, the Borrower shall, at its option, either (x) pay the amount of any such tax requested by the Administrative Agent, the Issuing Bank or the relevant Lender or (y) reimburse each LC Disbursement made in such Foreign Currency in Dollars, in an amount equal to the Equivalent Amount, calculated using the applicable Exchange Rates, on the date such LC Disbursement is made, of such LC Disbursement.

Reimbursement. If any the Issuing Bank Lender shall make any LC Disbursement in respect of a Letter of Credit, the applicable Borrower shall reimburse the Issuing Lender in respect of such LC Disbursement by paying to the Applicable Administrative Agent an amount equal to such LC Disbursement, in the currency in which such LC Disbursement shall have been made, not later than 12:00 noon, Local 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., Local 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 12:00 noon, Local Time, 1:00 p.m. (New York time) on (Ai) the Business Day that the Borrower receives notice of such noticeLC Disbursement, if such notice is received prior to 10:00 a.m., Local Time, on the day of receipt, 11:00 a.m. (New York time) or (Bii) the Business Day immediately following the day that the Borrower receives such notice, if such notice is not received prior to such time time; provided that, anything contained in this Agreement to the contrary notwithstanding, (A) unless the Borrower shall have notified Administrative Agent and such Issuing Lender prior to 1:00 p.m. (New York City time) on the date on which the Borrower is obligated to reimburse such Issuing Lender in respect of such LC Disbursement (the “Reimbursement Date”) that the Borrower intends to reimburse such Issuing Lender for the amount of such payment with funds other than the proceeds of a Base Rate Borrowing, the Borrower shall be deemed to have delivered an irrevocable Borrowing Request to Administrative Agent containing all of the representations set forth in Exhibit A requesting Lenders to make Base Rate Loans on the Business Day following the Reimbursement Date in an amount equal to the amount of the payment and (B) subject to satisfaction or written waiver of the conditions specified in Section 1.1 and 5.3 in accordance with the terms thereof, Lenders shall, on the Reimbursement Date, make Base Rate Loans in the amount of such payment, the proceeds of which shall be applied directly by Administrative Agent to reimburse such Issuing Lender for the amount of such payment; provided, further, that no Potential Default or Event of Default shall be deemed to exist by reason of a failure of the Borrower to reimburse such Issuing Lender pending the making of such Loans in accordance with the terms hereof, including the prior satisfaction or written waiver of the conditions specified in Section 1.1 and 5.3 in accordance with the terms thereof; and provided, further that, if for any reason proceeds of Loans are not received by such Issuing Lender on the Reimbursement Date in an amount equal to the amount of such payment, the Borrower shall immediately reimburse such Issuing Lender, on demand, in an amount in same day funds equal to the excess of receiptthe amount of such payment over the aggregate amount of such Loans, if any, which are so received. If the Borrower fails to make such payment when due thendue, the Applicable Administrative Agent shall notify each Lender of the applicable LC Disbursement, the payment then due from the Borrower in respect thereof and such Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each The Issuing Lender shall pay to promptly notify the Applicable Administrative Agent its Applicable Percentage upon the making of the payment then due from the applicable Borrower in the same manner as provided in Section 2.07 with respect to Loans made by such Lender (and Section 2.07 shall apply, mutatis mutandis, to the payment obligations of the Lenders), and the Applicable Agent shall promptly pay to the applicable Issuing Bank the amounts so received by it from the Lenders. Promptly following receipt by the Applicable Agent of any payment from any Borrower pursuant to this paragraph, the Applicable Agent shall distribute such payment to the applicable Issuing Bank or, to the extent that Lenders have made payments pursuant to this paragraph to reimburse any Issuing Bank, then to such Lenders and such Issuing Bank as their interests may appear. Any payment made by a Lender pursuant to this paragraph to reimburse any Issuing Bank for any LC Disbursement shall not constitute a Loan and shall not relieve any Borrower of its obligation to reimburse such each LC Disbursement.

Reimbursement. If any the Issuing Bank shall make any LC Disbursement in respect of a Letter of Credit, the applicable Borrower shall reimburse such LC Disbursement by paying to the Applicable Administrative Agent an in Dollars the amount equal to such LC Disbursement, in calculated as of the currency in which date the Issuing Bank made such LC Disbursement shall have been made, not later than 12:00 noon10:00 a.m., Local TimeLos Angeles time, on the Business Day immediately following 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., Local 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 12:00 noon, Local Time, on (A) the Business Day Disbursement; provided that the Borrower receives may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.03 or 2.05 that such noticepayment be financed with an ABR Revolving Borrowing or Swingline Loan in an equivalent amount of such LC Disbursement and, if to the extent so financed, the Borrower’s obligation to make such notice is received prior to 10:00 a.m., Local Time, on payment shall be discharged and replaced by the day of receipt, resulting ABR Revolving Borrowing or (B) the Business Day immediately following the day that the Borrower receives such notice, if such notice is not received prior to such time on the day of receiptSwingline Loan. If the Borrower fails to make such payment when due thendue, the Applicable Administrative Agent shall notify each Lender of the applicable LC Disbursement, the payment then due from the Borrower in respect thereof and such Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Lender shall pay to the Applicable Administrative Agent its Applicable Percentage of the payment then due from the applicable Borrower Borrower, in the same manner as provided in Section 2.07 with respect to Loans made by such Lender (and Section 2.07 shall apply, mutatis mutandis, to the payment obligations of the Lenders), and the Applicable Administrative Agent shall promptly pay to the applicable Issuing Bank the amounts so received by it from the Lenders. Promptly following receipt by the Applicable Administrative Agent of any payment from any the Borrower pursuant to this paragraph, the Applicable Administrative Agent shall distribute such payment to the applicable Issuing Bank or, to the extent that Lenders have made payments pursuant to this paragraph to reimburse any the Issuing Bank, then to such Lenders and such the Issuing Bank as their interests may appear. Any payment made by a Lender pursuant to this paragraph to reimburse any the Issuing 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 any the Borrower of its obligation to reimburse such LC Disbursement.

Reimbursement. If any the applicable Issuing Bank shall make any LC Disbursement in respect of a Letter of Credit, the applicable Borrower Borrowers shall reimburse such LC Disbursement by paying to the Applicable Administrative Agent an amount equal to such LC Disbursement, in the currency in which such LC Disbursement shall have been made, not later than 12:00 noon, Local TimeNew 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., Local 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 12:00 noon, Local Time, on (A) the Business Day that the Borrower receives such notice, if such notice is received prior to 10:00 a.m., Local Time, on the day of receipt, or (B) the Business Day immediately following the day that date the applicable Borrower receives notice under paragraph (g) of this Section 2.06 of such noticeLC Disbursement; provided that such Borrower may, if subject to the conditions to borrowing set forth herein, request in accordance with Section 2.03 or 2.05 that such notice is not received prior payment be financed with an ABR Borrowing or Swingline Loan in an equivalent amount and, to the extent so financed, the Borrowers’ obligation to make such time on payment shall be discharged and replaced by the day of receiptresulting ABR Borrowing or Swingline Loan. If the Borrower fails Borrowers fail to make such payment when due thendue, or if any payment made by a Borrower must be disgorged, returned or otherwise relinquished for any reason, including by reason of any event described in Section 7.01(h), the Applicable Administrative Agent shall notify each Lender of the applicable LC Disbursement, the payment then due from the Borrower Borrowers in respect thereof and such Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Lender shall pay to the Applicable Administrative Agent its Applicable Percentage of the payment then due from the applicable Borrower Borrowers, in the same manner as provided in Section 2.07 with respect to Loans made by such Lender (and Section 2.07 shall apply, mutatis mutandis, to the payment obligations of the Lenders), and the Applicable Administrative Agent shall promptly pay to the applicable Issuing Bank the amounts so received by it from the Lenders. Promptly following receipt by the Applicable Administrative Agent of any payment from any Borrower the Borrowers pursuant to this paragraph, the Applicable Administrative Agent shall distribute such payment to the applicable Issuing Bank or, to the extent that Lenders have made payments pursuant to this paragraph to reimburse any such Issuing Bank, then to such Lenders and such Issuing Bank as their interests may appear. Any payment made by a Lender pursuant to this paragraph to reimburse any Issuing Bank for any LC Disbursement shall not constitute a Loan and shall not relieve any Borrower of its obligation to reimburse such LC Disbursement.ITEC ABL Credit Agreement

Reimbursement. If any Issuing Bank shall make any LC Letter of Credit Disbursement in respect of a Letter of Credit, the applicable Borrower shall reimburse such LC Letter of Credit Disbursement by paying to the Applicable Agent such Issuing Bank an amount equal to such LC Disbursement, Letter of Credit Disbursement in US Dollars (or in the currency in which such LC Disbursement shall have been made, not later than 12:00 noon, Local Timerelevant Alternate Currency), on the date that such LC Letter of Credit Disbursement is made, if the Borrower shall have received notice of such LC Disbursement prior to 10:00 a.m., Local Time, on such date, made (or, if such notice has date is not been received a Business Day, on or before the next Business Day); provided, that, in the case of any such reimbursement obligation which is in an amount of not less than US$500,000, the Borrower may, subject to the conditions to borrowing set forth herein, request that such payment be financed in US Dollars with an ABR Loan in an equivalent amount, and, to the extent so financed, the Borrower's obligation to make such payment shall be discharged and replaced by the Borrower prior to such time on such date, then not later than 12:00 noon, Local Time, on (A) the Business Day that the Borrower receives such notice, if such notice is received prior to 10:00 a.m., Local Time, on the day of receipt, or (B) the Business Day immediately following the day that the Borrower receives such notice, if such notice is not received prior to such time on the day of receiptresulting ABR Loan. If the Borrower fails to make such payment when due thenany reimbursement payment required pursuant to this paragraph, the Applicable Agent applicable Issuing Bank shall immediately notify the Agent, which shall promptly notify each Lender of the applicable LC Letter of Credit Disbursement, the US Dollar Equivalent thereof calculated in accordance with the preceding sentence (if such Letter of Credit Disbursement related to an Alternate Currency Letter of Credit), the reimbursement payment then due from the Borrower in respect thereof and such Lender’s Applicable 's Revolving Loan Commitment Percentage thereof. Promptly following receipt of such notice, each Lender (other than such Issuing Bank) shall pay to the Applicable Agent in US Dollars its Applicable Revolving Loan Commitment Percentage of the reimbursement payment then due from the applicable Borrower in the same manner as provided in Section 2.07 with respect to Loans made by such Lender (and Section 2.07 shall apply, mutatis mutandis, to the payment obligations of the Lenders)Borrower, and the Applicable Agent shall promptly pay to the applicable such Issuing Bank in US Dollars the amounts so received by it from the Lenders. Promptly following receipt by the Applicable Agent of any payment from any the Borrower pursuant to this paragraph, including the Applicable Borrower's payment of any US Dollar reimbursements paid to the Issuing Bank by the Lenders in connection with a Letter of Credit Disbursement under an Alternate Currency Letter of Credit, the Agent shall distribute such payment to the applicable Issuing Bank or, to the extent that Lenders have made payments pursuant to this paragraph to reimburse any such Issuing Bank, then to such Lenders and such Issuing Bank as their interests may appear. Any payment made by a Lender pursuant to this paragraph to reimburse any an Issuing Bank for any LC Letter of Credit Disbursement (other than the funding of ABR Loans as contemplated above) shall not constitute a Loan and shall not relieve any the Borrower of its obligation to reimburse such LC Letter of Credit Disbursement.

Reimbursement. If any the Issuing Bank shall make any LC Disbursement in respect of a Letter of Credit, the applicable Borrower shall reimburse such LC Disbursement by paying to the Applicable Administrative Agent an in Dollars the amount equal to such LC Disbursement, in calculated as of the currency in which date the Issuing Bank made such LC Disbursement shall have been made, not later than 12:00 noon, Local TimeNew York City time, on the date Business Day immediately following the Business Day that such LC Disbursement is made, if the Borrower shall have received notice of such LC Disbursement prior to 10:00 a.m., Local Time, on such date, orDisbursement; provided that, if such notice has LC Disbursement is not been received less than $1,000,000, the 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 an ABR Revolving Borrowing or Swingline Loan in an equivalent amount of such LC Disbursement and, to the extent so financed, the Borrower’s obligation to make such payment shall be discharged and replaced by the Borrower prior to such time on such date, then not later than 12:00 noon, Local Time, on (A) the Business Day that the Borrower receives such notice, if such notice is received prior to 10:00 a.m., Local Time, on the day of receipt, resulting ABR Revolving Borrowing or (B) the Business Day immediately following the day that the Borrower receives such notice, if such notice is not received prior to such time on the day of receiptSwingline Loan. If the Borrower fails to make such payment when due thendue, the Applicable Administrative Agent shall notify each Lender of the applicable LC Disbursement, the payment then due from the Borrower in respect thereof and such Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Lender shall pay to the Applicable Administrative Agent its Applicable Percentage of the payment then due from the applicable Borrower Borrower, in the same manner as provided in Section 2.07 with respect to Loans made by such Lender (and Section 2.07 shall apply, mutatis mutandis, to the payment obligations of the Lenders), and the Applicable Administrative Agent shall promptly pay to the applicable Issuing Bank the amounts so received by it from the Lenders. Promptly following receipt by the Applicable Administrative Agent of any payment from any the Borrower pursuant to this paragraph, the Applicable Administrative Agent shall distribute such payment to the applicable Issuing Bank or, to the extent that Lenders have made payments pursuant to this paragraph to reimburse any the Issuing Bank, then to such Lenders and such the Issuing Bank as their interests may appear. Any payment made by a Lender pursuant to this paragraph to reimburse any the Issuing 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 any the Borrower of its obligation to reimburse such LC Disbursement.

Reimbursement. If any an Issuing Bank shall make any LC Disbursement in respect of a Letter of Credit, the applicable Borrower shall reimburse such LC Disbursement by paying to the Applicable Administrative Agent an amount equal to such LC Disbursement, in the currency in which of such LC Disbursement shall have been madeDisbursement, not later than 12:00 noon2:00 p.m., Local TimeNew 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., Local 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 12:00 noon, Local Time, on (A) the Business Day that the Borrower receives such notice, if such notice is received prior to 10:00 a.m., Local Time, on the day of receipt, or (B) the Business Day immediately following the day that the Borrower receives notice of such noticeLC Disbursement; provided that, if in the case of an LC Disbursement in US Dollars or Canadian Dollars, the Borrower may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.03 that such notice is not received prior payment be financed with an ABR Borrowing or a Canadian Prime Rate Borrowing under Section 2.01 or 2.04, as applicable, in an equivalent amount and, to the extent so financed, the Borrower’s obligation to make such time on payment shall be discharged and replaced by the day of receiptresulting ABR Borrowing or Canadian Prime Rate Borrowing. If the such Borrower fails to make such payment when due thendue, the Applicable Administrative Agent shall notify each Tranche One Lender or Tranche Two Lender, as applicable, of the applicable LC Disbursement, the amount and currency of the payment then due from the such Borrower in respect thereof and such Lender’s Applicable Tranche One Percentage or Tranche Two Percentage thereof. Promptly following receipt of such notice, each applicable Lender shall pay to the Applicable Administrative Agent its Applicable Tranche One Percentage or Tranche Two Percentage, as applicable, of the payment then due from the applicable Borrower Borrower, in the same manner as provided in Section 2.07 with respect to Loans made by such Tranche One Lender or Tranche Two Lender, as applicable, (and Section 2.07 shall apply, mutatis mutandis, to the payment obligations of the applicable Lenders), and the Applicable Administrative Agent shall promptly pay to the applicable such Issuing Bank the amounts so received by it from the Tranche One Lenders or Tranche Two Lenders, as applicable. Promptly following receipt by the Applicable Administrative Agent of any payment from any the Borrower pursuant to this paragraph, the Applicable Administrative Agent shall distribute such payment to the applicable such Issuing Bank or, to the extent that Tranche One Lenders or Tranche Two Lenders have made payments pursuant to this paragraph to reimburse any such Issuing Bank, then to such Tranche One Lenders or Tranche Two Lenders and such Issuing Bank Bank, as their interests may appear. Any payment made by a Lender pursuant to this paragraph to reimburse any such Issuing Bank for any LC Disbursement (other than the funding of ABR Loans or Canadian Prime Rate Loans as contemplated above) shall not constitute a Loan and shall not relieve any the applicable Borrower of its obligation to reimburse such LC Disbursement.

Reimbursement. If any the Issuing Bank shall make any LC Disbursement in respect of a Letter of Credit, the applicable Borrower shall reimburse such LC Disbursement by paying to the Applicable Administrative Agent an amount equal to such LC Disbursement, in the currency in which such LC Disbursement shall have been made, (i) not later than 12:00 noon, Local Time, noon 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., Local Time, a.m. 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 12:00 noon, Local Time, noon on (Aa) the Business Day that the Borrower receives such notice, if such notice is received prior to 10:00 a.m., Local Time, a.m. on the day of receipt, or (Bb) the Business Day immediately following the day that the Borrower receives such notice, if such notice is not received prior to such time on the day of receipt; provided that the Borrower may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.03 that such payment be financed with an ABR Borrowing in an equivalent amount and, to the extent so financed, the Borrower's obligation to make such payment shall be discharged and replaced by the resulting ABR Borrowing. If the Borrower fails to make such payment when due thendue, the Applicable Administrative Agent shall notify each Lender of the applicable LC Disbursement, the payment then due from the Borrower in respect thereof and such Lender’s 's Applicable Percentage thereof. Promptly following receipt of such notice, each Lender shall pay to the Applicable Administrative Agent its Applicable Percentage of the payment then due from the applicable Borrower Borrower, in the same manner as provided in Section 2.07 2.06 with respect to Loans made by such Lender (and Section 2.07 2.06 shall apply, mutatis mutandis, to the payment obligations of the Lenders), and the Applicable Administrative Agent shall promptly pay to the applicable Issuing Bank the amounts so received by it from the Lenders. Promptly following receipt by the Applicable Administrative Agent of any payment from any the Borrower pursuant to this paragraphclause, the Applicable Administrative Agent shall distribute such payment to the applicable Issuing Bank or, to the extent that Lenders have made payments pursuant to this paragraph clause to reimburse any the Issuing Bank, then to such Lenders and such the Issuing Bank as their interests may appear. Any payment made by a Lender pursuant to this paragraph clause to reimburse any the Issuing Bank for any LC Disbursement (other than the funding of ABR Loans as contemplated above) shall not constitute a Loan and shall not relieve any the Borrower of its obligation to reimburse such LC Disbursement.

Reimbursement. If any Issuing Bank shall make any LC Disbursement in respect of a Letter of CreditCredit (including, for the avoidance of doubt, a Letter of Credit issued for the account of AII, MICL or any other Subsidiary), the applicable Borrower shall reimburse such LC Disbursement by paying to the Applicable Administrative Agent in Dollars the Dollar Amount of 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 Borrower, 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, in the currency in which such LC Disbursement shall have been made, ) not later than 12:00 noon3:00 p.m., Local TimeNew 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., Local TimeNew York City time, on such date, or, if such notice has not been received by the Borrower prior to such time on such any date, then not later than 12:00 noon3:00 p.m., Local TimeNew York City time, on (A) the Business Day that the Borrower receives such notice, if such notice is received prior to 10:00 a.m., Local Time, on the day of receipt, or (B) the Business Day immediately following the day that the Borrower receives such notice; provided that, if such notice LC Disbursement is not received prior less than the amount of $1,000,000, the Borrower may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.03 that such time on payment be financed with an ABR Revolving Borrowing in the day Dollar Amount of receiptsuch LC Disbursement and to the extent so financed, the Borrower’s obligation to make such payment shall be discharged and replaced by the resulting ABR Revolving Borrowing. If the Borrower fails to make such payment when due thendue, the Applicable Administrative Agent shall notify each Revolving Lender of the applicable LC Disbursement, the payment then due from the Borrower in respect thereof and the Dollar Amount of such Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Lender shall pay in Dollars to the Applicable Administrative Agent the Dollar Amount of its Applicable Percentage of the payment then due from the applicable Borrower Borrower, in the same manner as provided in Section 2.07 2.06 with respect to Loans made by such Lender (and Section 2.07 2.06 shall apply, mutatis mutandis, to the payment obligations of the Revolving Lenders), and the Applicable Administrative Agent shall promptly pay to the applicable Issuing Bank the amounts so received by it from the Revolving Lenders. Promptly following receipt by the Applicable Administrative Agent of any payment from any the Borrower pursuant to this paragraph, the Applicable Administrative Agent shall distribute such payment to the applicable Issuing Bank or, to the extent that Revolving Lenders have made payments pursuant to this paragraph to reimburse any such Issuing Bank, then to such Revolving Lenders and such the applicable Issuing Bank as their interests may appear. Any payment made by a Revolving Lender pursuant to this paragraph to reimburse any such Issuing 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 any the Borrower of its obligation to reimburse such LC Disbursement. If the Borrower’s reimbursement of, or obligation to reimburse, any amounts in any Foreign Currency would subject the Administrative Agent, any Issuing Bank or any Lender to any stamp duty, ad valorem charge or similar tax that would not be payable if such reimbursement were made or required to be made in Dollars, the Borrower shall, at its option, either (x) pay the amount of any such tax requested by the Administrative Agent, such Issuing Bank or the relevant Lender or (y) reimburse each LC Disbursement made in such Foreign Currency in Dollars, in an amount equal to the Dollar Amount thereof calculated on the date such LC Disbursement is made.

Reimbursement. If any an Issuing Bank shall make any LC Disbursement in respect of respectof a Letter of Credit, the applicable Borrower shall reimburse such LC Disbursement by paying to the Applicable Administrative Agent an amount equal to such LC Disbursement, in the currency in which such LC Disbursement shall have been made, not later than 12:00 noon, Local TimeNew York City time, on the Business Day next following the date that such LC Disbursement is made, if on which the applicable Borrower shall have received notice of such LC Disbursement prior to 10:00 a.m.2:00 p.m., Local TimeNew York City time, on such date, or; provided that, if such notice has LC Disbursement is not been received less than $20,000,000, the applicable Borrower may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.03 that such payment be financed with an ABR Revolving Borrowing in an equivalent amount and, to the extent so financed, the applicable Borrower's obligation to make such payment shall be discharged and replaced by the Borrower prior to such time on such date, then not later than 12:00 noon, Local Time, on (A) the Business Day that the Borrower receives such notice, if such notice is received prior to 10:00 a.m., Local Time, on the day of receipt, or (B) the Business Day immediately following the day that the Borrower receives such notice, if such notice is not received prior to such time on the day of receiptresulting ABR Revolving Borrowing. If the applicable Borrower fails to make such payment when due thendue, the Applicable Administrative Agent shall notify each Lender of the applicable LC Disbursement, the payment then due from the applicable Borrower in respect thereof and such Lender’s 's Applicable Percentage thereof. Promptly following receipt of such notice, each Lender shall pay to the Applicable Administrative Agent its Applicable Percentage of the payment then due from the applicable Borrower Borrower, in the same manner as provided in Section 2.07 2.06 with respect to Loans made by such Lender (and Section 2.07 2.06 shall apply, mutatis mutandis, to the payment obligations of the Lenders), and the Applicable Administrative Agent shall promptly pay to the applicable such Issuing Bank the amounts so received by it from the Lenders. Promptly following receipt by the Applicable Administrative Agent of any payment from any the applicable Borrower pursuant to this paragraph, the Applicable Administrative Agent shall distribute such payment to the applicable such Issuing Bank or, to the extent that the Lenders have made payments pursuant to this paragraph to reimburse any such Issuing Bank, then to such Lenders and such Issuing Bank as their interests may appear. Any payment made by a Lender pursuant to this paragraph to reimburse any such Issuing 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 any the Borrower of its obligation to reimburse such LC Disbursement.

Reimbursement. If any Issuing Bank shall make any LC Disbursement in respect of a Letter of Credit, the applicable Borrower shall reimburse such LC Disbursement by paying to the Applicable Administrative Agent an amount in dollars equal to such LC Disbursement, in the currency in which such LC Disbursement shall have been made, not later than 12:00 noon, Local TimeNew 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., Local TimeNew 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 12:00 noon, Local TimeNew York City time, on (A) the Business Day that the Borrower receives such notice, if such notice is received prior to 10:00 a.m., Local Time, on the day of receipt, or (B) the Business Day immediately following the day that the Borrower receives such notice, if such notice is not received prior to such time on the day of receipt; provided that if such LC Disbursement is not less than $1,000,000, 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 Borrowing or Swingline Loan in an equivalent amount and, to the extent so financed, the Borrower’s obligation to make such payment shall be discharged and replaced by the resulting ABR Borrowing or Swingline Loan, as applicable. If the Borrower fails to make such payment when due thendue, the Applicable Administrative Agent shall notify each Lender of the applicable LC Disbursement, the payment then due from the Borrower in respect thereof and such Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Lender shall pay to the Applicable Administrative Agent its Applicable Percentage of the payment then due from the applicable Borrower Borrower, in the same manner as provided in Section 2.07 2.06 with respect to Loans made by such Lender (and Section 2.07 2.06 shall apply, mutatis mutandis, to the payment obligations of the Lenders), and the Applicable Administrative Agent shall promptly pay to the applicable relevant Issuing Bank the amounts so received by it from the Lenders. Promptly following receipt by the Applicable Administrative Agent of any payment from any the Borrower pursuant to this paragraph, the Applicable Administrative Agent shall distribute such payment to the applicable relevant Issuing Bank or, to the extent that Lenders have made payments pursuant to this paragraph to reimburse any such Issuing Bank, then to such Lenders and such Issuing Bank as their interests may appear. Any payment made by a Lender pursuant to this paragraph to reimburse any an Issuing 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 any the Borrower of its obligation to reimburse such LC Disbursement.

Reimbursement. If an Applicable Issuing Party or any Issuing Bank Lender shall make any LC Disbursement in respect of a Letter of Credit, the applicable Borrower shall reimburse such LC Disbursement by paying to the Applicable Paying Agent an amount equal to such LC Disbursement, in the currency in which such LC Disbursement shall have been made, not later than 12:00 noon4:00 p.m., Local TimeNew 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., Local 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 12:00 noon, Local Time, on (A) the Business Day that the Borrower receives such notice, if such notice is received prior to 10:00 a.m., Local Time, on the day of receipt, or (B) the Business Day immediately following the day that such Applicable Issuing Party and/or Lender gives notice to the Borrower receives of such noticeLC Disbursement; provided that the Borrower may, if subject to the conditions to borrowing set forth herein, request in accordance with Section 2.03 or 2.07 that such notice is not received prior payment be financed with a Borrowing in an equivalent amount and, to the extent so financed, the Borrower’s obligation to make such time payment shall be due on the day of receiptdate of, and be discharged and replaced by, the Borrowing. If the Borrower fails to make such payment when due thendue, the Applicable Paying Agent shall notify each Lender of the applicable LC Disbursement, the payment then due from the Borrower in respect thereof and such Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Lender shall pay to the Applicable Paying Agent its Applicable Percentage of the payment then due from the applicable Borrower Borrower, in the same manner as provided in Section 2.07 2.06 with respect to Loans made by such Lender (and Section 2.07 2.06 shall apply, mutatis mutandis, to the payment obligations of the Lenders), and the Applicable Paying Agent shall promptly pay to the applicable Applicable Issuing Bank Party the amounts so received by it from the Lenders. Promptly following receipt by the Applicable Paying Agent of any payment from any the Borrower pursuant to this paragraph, the Applicable Paying Agent shall distribute such payment to the applicable such Applicable Issuing Bank orParty and/or Lender, to the extent that Lenders have made payments pursuant to this paragraph to reimburse any Issuing Bank, then to such Lenders and such Issuing Bank as their interests may appear. Any payment made by a Lender pursuant to this paragraph to reimburse any an Applicable Issuing Bank Party for any LC Disbursement (other than the funding of Loans as contemplated above) shall not constitute a Loan and shall not relieve any the Borrower of its obligation to reimburse such LC Disbursement.

Reimbursement. If any the Issuing Bank shall make any LC Disbursement in respect of a Letter of Credit, the applicable Borrower shall reimburse such LC Disbursement by paying to the Applicable Administrative Agent an amount equal to such LC Disbursement, in the currency in which such LC Disbursement shall have been made, not later than 12:00 noon2:00 p.m., Local TimeHouston, Texas 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., Local TimeHouston, Texas 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 12:00 noon2:00 p.m., Local TimeHouston, Texas time, on (A) the Business Day that the Borrower receives such notice, if such notice is received prior to 10:00 a.m., Local Time, on the day of receipt, or (B) the Business Day immediately following the day that the Borrower receives such notice; provided that, subject to the conditions to borrowing set forth in Section 4.03 of this Agreement, if the Borrower does not so reimburse the Issuing Bank by such notice is not received prior time, the Borrower shall be deemed to have requested in accordance with Section 2.03 of this Agreement that such time on payment be financed with an ABR Borrowing in an equivalent amount and, to the day of receiptextent so financed, the Borrower’s obligation to make such payment shall be discharged and replaced by the resulting ABR Borrowing. If the Borrower fails to make such payment when due thendue, the Applicable Administrative Agent shall notify each Lender of the applicable LC Disbursement, the payment then due from the Borrower in respect thereof and such Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Lender shall pay to the Applicable Administrative Agent its Applicable Percentage of the payment then due from the applicable Borrower Borrower, in the same manner as provided in Section 2.07 2.05 with respect to Loans made by such Lender (and Section 2.07 2.05 shall apply, mutatis mutandis, to the payment obligations of the Lenders), and the Applicable Administrative Agent shall promptly pay to the applicable Issuing Bank the amounts so received by it from the Lenders. Promptly following receipt by the Applicable Administrative Agent of any payment from any the Borrower pursuant to this paragraphSection 2.04(e), the Applicable Administrative Agent shall distribute such payment to the applicable Issuing Bank or, to the extent that Lenders have made payments pursuant to this paragraph Section 2.04(e) to reimburse any the Issuing Bank, then to such Lenders and such the Issuing Bank as their interests may appear. Any payment made by a Lender pursuant to this paragraph Section 2.04(e) to reimburse any the Issuing Bank for any LC Disbursement (other than the funding of Loans as contemplated above) shall not constitute a Loan and shall not relieve any the Borrower of its obligation to reimburse such LC Disbursement.