Common use of Reimbursement Clause in Contracts

Reimbursement. If the Issuing Bank shall make any LC Disbursement in respect of a Letter of Credit, the Company shall reimburse such LC Disbursement by paying to the 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) not later than 12:00 noon, Local Time, on the date that such LC Disbursement is made, if the Company shall have received notice of such LC Disbursement prior to 10:00 a.m., Local Time, on such date, or, if such notice has not been received by the Company prior to such time on such date, then not later than 12:00 noon, Local Time, on the Business Day immediately following the day that the Company receives such notice; provided that the Company may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.03 or 2.05 that such payment be financed with 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 payment shall be discharged and replaced by the resulting ABR Revolving Borrowing or Swingline Loan. If the Company fails to make such payment when due, the Administrative Agent shall notify each Applicable Lender of the applicable LC Disbursement, the payment then due from the Company in respect thereof and such Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Applicable Lender shall pay to the Administrative Agent its Applicable Percentage of the payment then due from the Company, in the same manner as provided in Section 2.07 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 Administrative Agent shall promptly pay to the Issuing Bank the amounts so received by it from the Applicable Lenders. Promptly following receipt by the Administrative Agent of any payment from the Company pursuant to this paragraph, the Administrative Agent shall distribute such payment to the Issuing Bank or, to the extent that Applicable Lenders have made payments pursuant to this paragraph to reimburse the Issuing Bank, then to such Lenders and the Issuing Bank as their interests may appear. Any payment made by an Applicable Lender pursuant to this paragraph to reimburse 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 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 the any Issuing Bank shall make any LC Disbursement in respect of a Letter of Credit, the Company applicable Borrower shall reimburse such LC Disbursement by paying to the Administrative Applicable 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 Company 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 Company 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 Company Borrower receives such notice; provided that , if such notice is not received prior to such time on the Company may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.03 or 2.05 that such payment be financed with an ABR Revolving Borrowing or Swingline Loan in an equivalent Dollar Amount day of such LC Disbursement and, to the extent so financed, the Company’s obligation to make such payment shall be discharged and replaced by the resulting ABR Revolving Borrowing or Swingline Loanreceipt. If the Company Borrower fails to make such payment when duedue then, the Administrative Applicable Agent shall notify each Applicable Lender of the applicable LC Disbursement, the payment then due from the Company Borrower in respect thereof and such Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Applicable Lender shall pay to the Administrative Applicable Agent its Applicable Percentage of the payment then due from the Company, 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 Applicable Lenders), and the Administrative Applicable Agent shall promptly pay to the applicable Issuing Bank the amounts so received by it from the Applicable Lenders. Promptly following receipt by the Administrative Applicable Agent of any payment from the Company any Borrower pursuant to this paragraph, the Administrative Applicable 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 the any Issuing Bank, then to such Lenders and the such Issuing Bank as their interests may appear. Any payment made by an Applicable a Lender pursuant to this paragraph to reimburse the any 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 the Company any Borrower 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 the an Issuing Bank shall make any LC Disbursement in respect of a Letter of Credit, such Issuing Bank shall give prompt notice to the Company Borrower of such LC Disbursement, and the Borrower shall reimburse such LC Disbursement by paying to the 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) Disbursement 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 Company 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 Company Borrower prior to such time on such date, then not later than 12:00 noon, Local TimeNew York City time, on the Business Day immediately following the day that the Company Borrower receives such notice; provided that that, if such LC Disbursement is not less than $1,000,000 the Company Borrower may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.03 or 2.05 that such payment be financed with an ABR Revolving Borrowing or Swingline Loan in an equivalent Dollar Amount of such LC Disbursement amount and, to the extent so financed, the CompanyBorrower’s obligation to make such payment shall be discharged and replaced by the resulting ABR Revolving Borrowing or Swingline LoanBorrowing. If the Company Borrower fails to make such payment when due, the Administrative Agent shall notify each Applicable Lender of the applicable LC Disbursement, the payment then due from the Company Borrower in respect thereof and such Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Applicable Lender shall pay to the Administrative Agent its Applicable Percentage of the payment then due from the CompanyBorrower, in the same manner as provided in Section 2.07 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 Applicable Lenders), and the Administrative Agent shall promptly pay to the such Issuing Bank the amounts so received by it from the Applicable Lenders. Promptly following receipt by the Administrative Agent of any payment from the Company Borrower pursuant to this paragraph, the Administrative Agent shall distribute such payment to the relevant Issuing Bank or, to the extent that Applicable Lenders have made payments pursuant to this paragraph to reimburse the Issuing Bank, then to such Lenders and the Issuing Bank as their interests may appear. Any payment made by an Applicable a Lender pursuant to this paragraph to reimburse 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 the Company Borrower 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 the an Issuing Bank shall make any LC Disbursement in respect of a Letter of Credit, the Company applicable Borrower shall reimburse such LC Disbursement by paying to the 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) not later than 12:00 noon, Local Time, Disbursement on the date that such LC Disbursement is made, if the Company 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 Company such Borrower prior to such time on such date, then not later than 12:00 noon, Local Time, on the Business Day immediately following the day that the Company such Borrower receives such notice; provided that the Company such Borrower may, subject to the conditions to borrowing set forth herein, request in accordance with Section Sections 2.03 or 2.05 that such payment be financed with an ABR Revolving Borrowing or Swingline Loan in an equivalent Dollar Amount of such LC Disbursement amount and, to the extent so financed, the Companysuch Borrower’s obligation to make such payment shall be discharged and replaced by the resulting ABR Revolving Borrowing or Swingline LoanBorrowing. If the Company such Borrower fails to make such payment when due, the Administrative Agent shall notify each Applicable Lender of the applicable LC Disbursement, the payment then due from the Company such Borrower in respect thereof and such Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Applicable Lender shall pay to the Administrative Agent its Applicable Percentage of the payment then due from the Companysuch Borrower, in the same manner as provided in Section 2.07 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 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 Administrative Agent of any payment from the Company such Borrower pursuant to this paragraph, the 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 the such Issuing Bank, then to such Lenders and the applicable Issuing Bank as their interests may appear. Any payment made by an Applicable a Lender pursuant to this paragraph to reimburse the 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 the Company a Borrower 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 the applicable Issuing Bank shall make any LC Disbursement in respect of a Letter of Credit, the Company Borrowers shall reimburse such LC Disbursement by paying to the 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 Companyor, in such other Agreed Currency which was paid by the case of Commercial Letters of Credit, the applicable Issuing Bank pursuant to such LC Disbursement in Bank) an amount equal to such LC Disbursement) Disbursement not later than 12:00 noon, Local Time, on the date that such LC Disbursement is made, if the Company shall have received notice of such LC Disbursement prior to 10:00 a.m., Local Time, on such date, or, if such notice has not been received by the Company prior to such time on such date, then not later than 12:00 noon, Local TimeNew York City time, on the Business Day immediately following the day that date the Company Borrower Agent receives notice under paragraph (g) of this Section of such LC Disbursement (or, if such notice is received less than two hours prior to the deadline for requesting ABR Borrowings pursuant to Section 2.03, on the second Business Day immediately following the date the Borrower Agent receives such notice); provided that the Company Borrowers (or the Borrower Agent on behalf of 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 amount and, to the extent so financed, the Company’s Borrowers’ obligation to make such payment shall be discharged and replaced by the resulting ABR Revolving Borrowing or Swingline Loan. If the Company fails Borrowers fail to make such payment when due, the Administrative Agent shall notify each Applicable ABL Revolving Lender of the applicable LC Disbursement, the payment then due from the Company Borrowers in respect thereof and such ABL Revolving Lender’s ABL Applicable Percentage thereof. Promptly following receipt of such notice, each Applicable ABL Revolving Lender shall pay to the Administrative Agent its ABL Applicable Percentage of the payment then due from the CompanyBorrowers, 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 Applicable ABL Revolving Lenders), and the Administrative Agent shall promptly pay to the applicable Issuing Bank the amounts so received by it from the Applicable ABL Revolving Lenders. Promptly following receipt by the Administrative Agent of any payment from the Company Borrowers pursuant to this paragraph, the Administrative Agent shall distribute such payment to the applicable Issuing Bank or, to the extent that Applicable ABL Revolving Lenders have made payments pursuant to this paragraph to reimburse the such Issuing Bank, then to such ABL Revolving Lenders and the such Issuing Bank as their interests may appear. Any payment made by an Applicable Lender pursuant to this paragraph to reimburse 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 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 the Issuing Bank shall make any LC Disbursement in respect of a Letter of Credit, the Company Borrower shall reimburse such LC Disbursement by paying to the 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) Disbursement not later than 12:00 noon, Local Time, noon on the date that such LC Disbursement is made, if the Company 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 Company Borrower prior to such time on such date, then not later than 12:00 noon, Local Time, noon on the Business Day immediately following the day that the Company Borrower receives such notice; provided that the Company mayBorrower shall, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.03 or 2.05 be deemed to have requested that such payment be financed with an ABR Revolving Borrowing or Swingline Loan in an equivalent Dollar Amount of such LC Disbursement amount and, to the extent so financed, the CompanyBorrower’s obligation to make such payment shall be discharged and replaced by the resulting ABR Revolving Borrowing or Swingline LoanBorrowing. If the Company Borrower fails to make such payment when due, the Administrative Agent shall notify each Applicable Lender of the applicable LC Disbursement, the payment then due from the Company Borrower in respect thereof and such Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Applicable Lender shall pay to the Administrative Agent its Applicable Percentage of the payment then due from the CompanyBorrower, in the same manner as provided in Section 2.07 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 Administrative Agent shall promptly pay to the Issuing Bank the amounts so received by it from the Applicable Lenders. Promptly following receipt by the Administrative Agent of any payment from the Company Borrower pursuant to this paragraph, the Administrative Agent shall distribute such payment to the Issuing Bank or, to the extent that Applicable Lenders have made payments pursuant to this paragraph to reimburse the Issuing Bank, then to such Lenders and the Issuing Bank as their interests may appear. Any payment made by an Applicable a Lender pursuant to this paragraph to reimburse 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 the Company Borrower 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 the Issuing Bank shall make any LC Disbursement in respect of a Letter of Credit, the Company Borrower shall reimburse such LC Disbursement by paying to the 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) Disbursement not later than 12:00 noon, Local Time, noon on the date that such LC Disbursement is made, if the Company 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 Company Borrower prior to such time on such date, then not later than 12:00 noonnoon on (i) the Business Day that the Borrower receives such notice, Local Timeif such notice is received prior to 10:00 a.m. on the day of receipt, on or (ii) the Business Day immediately following the day that the Company Borrower receives such notice, if such notice is not received prior to such time on the day of receipt; provided that the Company Borrower may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.03 or 2.05 that such payment be financed with an ABR Revolving Borrowing or Swingline Loan in an equivalent Dollar Amount of such LC Disbursement amount and, to the extent so financed, the CompanyBorrower’s obligation to make such payment shall be discharged and replaced by the resulting ABR Revolving Borrowing or Swingline Loan. If the Company Borrower fails to make such payment when due, the Administrative Agent shall notify each Applicable Lender of the applicable LC Disbursement, the payment then due from the Company Borrower in respect thereof and such Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Applicable Lender shall pay to the Administrative Agent its Applicable Percentage of the payment then due from the CompanyBorrower, in the same manner as provided in Section 2.07 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 Applicable Lenders), and the Administrative Agent shall promptly pay to the Issuing Bank the amounts so received by it from the Applicable Lenders. Promptly following receipt by the Administrative Agent of any payment from the Company Borrower pursuant to this paragraph, the Administrative Agent shall distribute such payment to the Issuing Bank or, to the extent that Applicable Lenders have made payments pursuant to this paragraph to reimburse the Issuing Bank, then to such Lenders and the Issuing Bank as their interests may appear. Any payment made by an Applicable a Lender pursuant to this paragraph to reimburse the Issuing Bank for any LC Disbursement (other than the funding of ABR Revolving Loans or a Swingline Loan Loans as contemplated above) shall not constitute a Loan and shall not relieve the Company Borrower 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 the any Issuing Bank shall make any LC Disbursement in respect of a Letter of CreditCredit issued by such Issuing Bank, the Company Borrower shall reimburse such LC Disbursement by paying to the 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) Disbursement not later than 12:00 noon, Local TimeNew York, New York time, on the date that such LC Disbursement is made, if the Company 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 Company Borrower prior to such time on such date, then not later than 12:00 noon, Local TimeNew York, New York time, on (i) the Business Day that the Borrower receives such notice, if such notice is received prior to 10:00 a.m., New York, New York time, on the day of receipt, or (ii) the Business Day immediately following the day that the Company Borrower receives such notice, if such notice is not received prior to such time on the day of receipt; provided that if such LC Disbursement is not less than $1,000,000, the Company mayBorrower shall, subject to the conditions to borrowing Borrowing set forth herein, be deemed to have requested, and the Borrower does hereby request in accordance with Section 2.03 or 2.05 under such circumstances, that such payment be financed with an ABR Revolving Borrowing or Swingline Loan in an equivalent Dollar Amount of such LC Disbursement amount and, to the extent so financed, the CompanyBorrower’s obligation to make such payment shall be discharged and replaced by the resulting ABR Revolving Borrowing or Swingline LoanBorrowing. If the Company Borrower fails to make such payment when due, the Administrative Agent shall notify each Applicable Lender of the applicable LC Disbursement, the payment then due from the Company Borrower in respect thereof and such Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Applicable Lender shall pay to the Administrative Agent its Applicable Percentage of the payment then due from the CompanyBorrower, in the same manner as provided in Section 2.07 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 Applicable Lenders), and the Administrative Agent shall promptly pay to the Issuing Bank that issued such Letter of Credit the amounts so received by it from the Applicable Lenders. Promptly following receipt by the Administrative Agent of any payment from the Company Borrower pursuant to this paragraphSection 2.08(e), the Administrative Agent shall distribute such payment to the Issuing Bank that issued such Letter of Credit or, to the extent that Applicable Lenders have made payments pursuant to this paragraph Section 2.08(e) to reimburse the such Issuing Bank, then to such Lenders and the such Issuing Bank as their interests may appear. Any payment made by an Applicable a Lender pursuant to this paragraph Section 2.08(e) to reimburse the any 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 the Company Borrower 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 the Issuing Bank shall make any LC Disbursement in respect of a Letter of CreditDisbursement, the Company Borrower shall reimburse such LC Disbursement by paying to the 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) Disbursement not later than 12:00 noon, Local Time, on the date that such LC Disbursement is made, if fifth (5th) Business Day after the Company Borrower shall have received notice of such LC Disbursement prior to 10:00 a.m.Disbursement, Local Time, on such date, or, if such notice has not been received by the Company prior to such time on such date, then not later than 12:00 noon, Local Time, together with interest on the Business Day immediately following 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 that the Company receives such notice; provided that the Company may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.03 or 2.05 that such payment be financed with an ABR Revolving Borrowing or Swingline Loan in an equivalent Dollar Amount of such LC Disbursement and, to shall remain outstanding through the extent so financedfifth (5th) Business Day following its receipt of notice of such disbursement and (ii) thereafter, the Company’s obligation post-default rate for ABR Loans for the period from and including the sixth Business Day following the date of such disbursement to make and including the date of repayment in full of such payment shall be discharged and replaced by the resulting ABR Revolving Borrowing or Swingline Loandisbursed amount. If the Company Borrower fails to make such payment when due, the Administrative Agent shall notify each Applicable Lender of the applicable LC Disbursement, the payment then due from the Company Borrower in respect thereof and such Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Applicable Lender shall pay to the Administrative Agent its Applicable Percentage of the payment then due from the CompanyBorrower, in the same manner as provided in Section 2.07 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 Applicable Lenders), and the Administrative Agent shall promptly pay to the Issuing Bank the amounts so received by it from the Applicable Lenders. Promptly following receipt by the Administrative Agent of any payment from the Company Borrower pursuant to this paragraphSection 2.08(e), the Administrative Agent shall distribute such payment to the Issuing Bank or, to the extent that Applicable Lenders have made payments pursuant to this paragraph Section 2.08(e) to reimburse the Issuing Bank, then to such Lenders and the Issuing Bank as their interests may appear. Any payment made by an Applicable a Lender pursuant to this paragraph Section 2.08(e) to reimburse 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 the Company Borrower 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 the Issuing Bank shall make any LC Disbursement in respect of a Letter of Credit, the Company respective Borrower shall reimburse such LC Disbursement by paying to the Administrative 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 Companyrespective 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) not later than 12:00 noon, Local Time, on the date that such LC Disbursement is made, if the Company 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 Company a Borrower prior to such time on such date, then not later than 12:00 noon, Local Time, on the Business Day immediately following the day that the Company a Borrower receives such notice, if such notice is not received prior to such time on the day of receipt; provided that that, if such LC Disbursement is not less than the Company 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 Company’s Borrowers’ obligation to make such payment shall be discharged and replaced by the resulting ABR Revolving Borrowing or Swingline Loan. If the Company fails Borrowers fail to make such payment when due, the Administrative Agent shall notify each Applicable Lender of the applicable LC Disbursement, the payment then due from the Company Borrowers in respect thereof and such Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Applicable Lender shall pay to the Administrative Agent its Applicable Percentage (after giving effect to the reallocation provisions of paragraph (k) below) of the payment then due from the CompanyBorrowers, 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 Administrative Agent shall promptly pay to the Issuing Bank the amounts so received by it from the Applicable Lenders. Promptly following receipt by the Administrative Agent of any payment from the Company Borrowers pursuant to this paragraph, the Administrative Agent shall distribute such payment to the Issuing Bank or, to the extent that Applicable Lenders have made payments pursuant to this paragraph to reimburse the Issuing Bank, then to such Lenders and the Issuing Bank as their interests may appear. Any payment made by an Applicable Lender pursuant to this paragraph to reimburse 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 the Company Borrowers of its obligation their obligations to reimburse such LC Disbursement. If the Company’s 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 Company Borrowers shall, at its 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 the any Issuing Bank shall make any LC Disbursement in respect of a Letter of Credit, the Company applicable Borrower shall reimburse such LC Disbursement by paying to the 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) Disbursement in the relevant currency 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 Company 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 Company 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 the Business Day immediately following the day that the Company receives applicable Borrower is deemed to have received such notice; provided that the Company applicable Borrower may, subject to the conditions to borrowing set forth herein, request in accordance with Section Sections 2.03 or 2.05 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 Dollar Amount of such LC Disbursement amount and, to the extent so financed, the Companyapplicable Borrower’s obligation to make such payment shall be discharged and replaced by the resulting ABR Revolving Borrowing or applicable Borrowing, or, if applicable, Swingline Loan. If the Company applicable Borrower fails to make such payment when due, 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 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 Applicable Revolving Lender of the applicable LC Disbursement, the payment then due from the Company 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 Applicable Revolving Lender shall pay to the 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 Companyapplicable 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 Applicable Revolving Lenders), and the Administrative Agent shall promptly pay to the applicable Issuing Bank the amounts so received by it from the Applicable Revolving Lenders. Promptly following receipt by the Administrative Agent of any payment from the Company Parent Borrower pursuant to this paragraph, the Administrative Agent shall distribute such payment to the applicable Issuing Bank or, to the extent that Applicable Revolving Lenders have made payments pursuant to this paragraph to reimburse the such Issuing Bank, then to such Lenders and the such Issuing Bank as their interests may appear. Any payment made by an Applicable a Revolving Lender pursuant to this paragraph to reimburse 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 the Company Borrowers of its their obligation to reimburse such LC Disbursement. If the Company’s reimbursement of, or obligation to reimburse, any amounts Disbursement 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 Disbursementaccordance with this Section 2.05(e).

Reimbursement. If the an Issuing Bank Lender shall make any LC Disbursement in respect of a Letter of Credit, the Company Borrower shall reimburse (each a “Reimbursement Obligation”) such Issuing Lender in respect of such LC Disbursement by paying to the Administrative Agent in Dollars the Dollar Amount equal to such LC Disbursement, calculated as of the date 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) Disbursement not later than 12:00 noon1:00 p.m., Local Time, on the date that such LC Disbursement is made, if the Company shall have received notice of such LC Disbursement prior to 10:00 a.m., Local Time, on such date, or, if such notice has not been received by the Company prior to such time on such date, then not later than 12:00 noon, Local TimeNew York time, on the Business Day immediately following the day that the Company Borrower receives notice of such notice; LC Disbursement, provided that the Company Borrower may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.03 or 2.05 2.3 that such payment be financed with an ABR a Revolving Credit Base Rate Borrowing or Swingline Loan in an equivalent Dollar Amount of such LC Disbursement amount and, to the extent so financed, the CompanyBorrower’s obligation to make such payment shall be discharged and replaced by the resulting ABR Revolving Borrowing or Swingline LoanCredit Base Rate Borrowing. If the Company Borrower fails to make such payment when due, the Administrative Agent shall notify each Applicable Revolving Credit Lender of the applicable LC Disbursement, the payment then due from the Company Borrower in respect thereof and such Revolving Credit Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Applicable Revolving Credit Lender shall pay to the Administrative Agent its Applicable Percentage of the payment then due from the CompanyBorrower, in the same manner as provided in Section 2.07 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 Applicable Revolving Credit Lenders, treating each such payment as a Loan for this purpose), and the Administrative Agent shall promptly pay to the applicable Issuing Bank Lender the amounts so received by it from the Applicable Revolving Credit Lenders. Promptly following receipt by the Administrative Agent of any payment from the Company Borrower pursuant to this paragraph, the Administrative Agent shall distribute such payment to the applicable Issuing Bank Lender or, to the extent that Applicable the Revolving Credit Lenders have made payments pursuant to this paragraph to reimburse the such Issuing BankLender, then to such Lenders and the such Issuing Bank Lender as their interests may appear. Any payment made by an Applicable a Revolving Credit Lender pursuant to this paragraph to reimburse the an Issuing Bank Lender for any LC Disbursement (other than the funding of ABR Revolving Loans or a Swingline Loan as contemplated above) shall not constitute a Loan and shall not relieve the Company Borrower of its obligation to reimburse such LC Disbursement. 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 the an Issuing Bank shall make any LC Disbursement in respect of a Letter of Credit, the Company applicable Borrower shall reimburse such LC Disbursement by paying to the 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 of such LC Disbursement, not later than 12:00 noon2:00 p.m., Local Time, on the date that such LC Disbursement is made, if the Company shall have received notice of such LC Disbursement prior to 10:00 a.m., Local Time, on such date, or, if such notice has not been received by the Company prior to such time on such date, then not later than 12:00 noon, Local TimeNew York City time, on the Business Day immediately following the day that the Company Borrower receives notice of such noticeLC Disbursement; provided that that, in the Company 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 2.05 2.04 that such payment be financed with an ABR Revolving Borrowing or Swingline Loan a Canadian Prime Rate Borrowing under Section 2.01 or 2.04, as applicable, in an equivalent Dollar Amount of such LC Disbursement amount and, to the extent so financed, the CompanyBorrower’s obligation to make such payment shall be discharged and replaced by the resulting ABR Revolving Borrowing or Swingline LoanCanadian Prime Rate Borrowing. If the Company such Borrower fails to make such payment when due, the applicable Issuing Bank shall notify the Administrative Agent thereof, and the Administrative Agent shall in turn notify each Applicable 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 Company 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 applicable Lender shall pay to the Administrative Agent its Applicable Tranche One Percentage or Tranche Two Percentage, as applicable, of the payment then due from the CompanyBorrower, 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 applicable Lenders), and the Administrative Agent shall promptly pay to the such Issuing Bank the amounts so received by it from the Applicable Tranche One Lenders or Tranche Two Lenders, as applicable. Promptly following receipt by the Administrative Agent of any payment from the Company Borrower pursuant to this paragraph, the Administrative Agent shall distribute such payment to the such Issuing Bank or, to the extent that Applicable Tranche One Lenders or Tranche Two Lenders have made payments pursuant to this paragraph to reimburse the such Issuing Bank, then to such Tranche One Lenders or Tranche Two Lenders and the such Issuing Bank Bank, as their interests may appear. Any payment made by an Applicable a Lender pursuant to this paragraph to reimburse the such Issuing Bank for any LC Disbursement (other than the funding of ABR Revolving Loans or a Swingline Loan Canadian Prime Rate Loans as contemplated above) shall not constitute a Loan and shall not relieve the Company applicable Borrower of its obligation to reimburse such LC Disbursement. 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 the Issuing Bank Lender shall make any LC Disbursement in respect of a Letter of Credit, the Company Borrower shall reimburse such LC Disbursement by paying to the Administrative Paying 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) Disbursement not later than 12:00 noon4:00 p.m., Local Time, on the date that such LC Disbursement is made, if the Company shall have received notice of such LC Disbursement prior to 10:00 a.m., Local Time, on such date, or, if such notice has not been received by the Company prior to such time on such date, then not later than 12:00 noon, Local TimeNew York City time, on the Business Day immediately following the day that the Company receives Issuing Lender gives notice to the Borrower of such noticeLC Disbursement; provided that the Company Borrower may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.03 or 2.05 2.06 that such payment be financed with an ABR Revolving a Borrowing or Swingline Loan in an equivalent Dollar Amount of such LC Disbursement amount and, to the extent so financed, the CompanyBorrower’s obligation to make such payment shall be due on the date of, and be discharged and replaced by by, the resulting ABR Revolving Borrowing or Swingline LoanBorrowing. If the Company Borrower fails to make such payment when due, the Administrative Paying Agent shall notify each Applicable Lender of the applicable LC Disbursement, the payment then due from the Company Borrower in respect thereof and such Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Applicable Lender shall pay to the Administrative Paying Agent its Applicable Percentage of the payment then due from the CompanyBorrower, 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 Applicable Lenders), and the Administrative Paying Agent shall promptly pay to the Issuing Bank Lender the amounts so received by it from the Applicable Lenders. Promptly following receipt by the Administrative Paying Agent of any payment from the Company Borrower pursuant to this paragraph, the Administrative Paying Agent shall distribute such payment to the Issuing Bank Lender or, to the extent that Applicable Lenders have made payments pursuant to this paragraph to reimburse the Issuing BankLender, then to such Lenders and the Issuing Bank Lender as their interests may appear. Any payment made by an Applicable a Lender pursuant to this paragraph to reimburse the Issuing Bank Lender for any LC Disbursement (other than the funding of ABR Revolving Loans or a Swingline Loan as contemplated above) shall not constitute a Loan and shall not relieve the Company Borrower of its obligation to reimburse such LC Disbursement. 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 the an Issuing Bank shall make any LC Disbursement in respect of a Letter of CreditCredit issued by it, the Company Borrower shall reimburse such LC Disbursement by paying to the 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) Disbursement not later than 12:00 noon, Local TimeNew York City time, on the date that such LC Disbursement is made, if the Company 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 Company Borrower prior to such time on such date, then not later than 12:00 noon, Local TimeNew York City time, on the Business Day immediately following the day that the Company Borrower receives such notice; provided that the Company Borrower may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.03 or 2.05 that such payment be financed with an ABR Revolving Borrowing or Swingline Loan in an equivalent Dollar Amount of such LC Disbursement amount and, to the extent so financed, the CompanyBorrower’s obligation to make such payment shall be discharged and replaced by the resulting ABR Revolving Borrowing or Swingline LoanBorrowing. If the Company Borrower fails to make such payment when due, the Administrative Agent shall notify each Applicable Lender of the applicable LC Disbursement, the payment then due from the Company Borrower in respect thereof and such Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Applicable Lender shall pay to the Administrative Agent its such Lender’s Applicable Percentage of the payment then due from the CompanyBorrower, 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 Applicable Lenders), and the Administrative Agent shall promptly pay to the relevant Issuing Bank the amounts so received by it from the Applicable Lenders. Promptly following receipt by the Administrative Agent of any payment from the Company Borrower pursuant to this paragraph, the Administrative Agent shall distribute such payment to the relevant Issuing Bank or, to the extent that Applicable Lenders have made payments pursuant to this paragraph to reimburse the relevant Issuing Bank, then to such Lenders and the relevant Issuing Bank as their interests may appear. Any payment made by an Applicable a Lender pursuant to this paragraph to reimburse the 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 the Company Borrower 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 the Issuing Bank an LC Issuer shall make any LC Disbursement in respect of a Letter of Credit, the Company Borrower shall reimburse such LC Disbursement by paying to the 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) Disbursement 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 Company shall have received notice Borrower is not notified prior to 11:00 a.m. New York time of such LC Disbursement prior to 10:00 a.m.disbursement on the date thereof, Local Time, on the Borrower may make such date, or, if such notice has not been received by the Company prior to such time on such date, then reimbursements not later than 12:00 noon, Local Time, 3:00 p.m. on the Business Day immediately following the day such LC Disbursement provided that the Company receives interest thereon is paid through such notice; Business Day), provided that the Company Borrower may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.03 or 2.05 that such payment be financed with an ABR a Revolving Loan Borrowing or Swingline Loan in an equivalent Dollar Amount of such LC Disbursement amount and, to the extent so financed, the CompanyBorrower’s obligation to make such payment shall be discharged and replaced by the resulting ABR Revolving Loan Borrowing or Swingline Loan. If the Company Borrower fails to make such payment when due, the Administrative Agent shall notify each Applicable Revolving Lender of the applicable LC Disbursement, the payment then due from the Company Borrower in respect thereof and such Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Applicable Revolving Lender shall pay to the Administrative Agent its Applicable Percentage of the payment then due from the CompanyBorrower, in the same manner as provided in Section 2.07 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 Applicable Revolving Lenders), and the Administrative Agent shall promptly pay to the Issuing Bank such LC Issuer the amounts so received by it from the Applicable Revolving Lenders. Promptly following receipt by the Administrative Agent of any payment from the Company Borrower pursuant to this paragraph, the Administrative Agent shall distribute such payment to the Issuing Bank such LC Issuer or, to the extent that Applicable Revolving Lenders have made payments pursuant to this paragraph to reimburse the Issuing Banksuch LC Issuer, then to such Lenders and the Issuing Bank such LC Issuer as their interests may appear. Any payment made by an Applicable a Revolving Lender pursuant to this paragraph to reimburse the Issuing Bank any LC Issuer for any LC Disbursement (other than the funding of ABR Revolving Loans or a Swingline Loan as contemplated above) shall not constitute a Loan and shall not relieve the Company Borrower of its obligation to reimburse such LC Disbursement. If Disbursement (other than with respect to 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 timing of such reimbursement were made or required to be made obligation as set forth 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 Disbursementthis paragraph).

Reimbursement. If the any Issuing Bank shall make any LC Disbursement in respect of a Letter of CreditDisbursement, the Company Borrower shall reimburse such LC Disbursement by paying to the 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) Disbursement not later than 12:00 noon, Local Time, on the date that such LC Disbursement is made, if fifth (5th) Business Day after the Company 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 Time, on such date, or, if such notice has not been received by the Company prior to such time on such date, then not later than 12:00 noon, Local TimeNew York City time, on the Business Day immediately next following the day that date on which the Company receives Borrower shall have been notified of such notice; provided that LC Disbursement, the Company mayBorrower will be deemed to have requested, subject to and the conditions to borrowing set forth hereinBorrower does hereby request under such circumstances, request in accordance with Section 2.03 or 2.05 that such payment be financed with an ABR Revolving Borrowing or Swingline Loan on such Business Day in an equivalent Dollar Amount of such LC Disbursement amount and, to the extent so financedthe Borrower satisfies the condition precedent to such ABR Borrowing set forth in Section 6.02(b), the CompanyBorrower’s obligation to make such payment shall be discharged and replaced by with the resulting proceeds of the requested ABR Revolving Borrowing or Swingline LoanBorrowing. If the Company Borrower fails to make such payment when duedue and the Borrower is not entitled to make a Borrowing in the amount of such payment, the Administrative Agent shall notify each Applicable Lender of the applicable LC Disbursement, the payment then due from the Company Borrower in respect thereof and such Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Applicable Lender shall pay to the Administrative Agent its Applicable Percentage of the payment then due from the CompanyBorrower, in the same manner as provided in Section 2.07 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 Applicable Lenders), and the 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 Administrative Agent of any payment from the Company Borrower pursuant to this paragraphSection 2.08(e), the Administrative Agent shall distribute such payment to the applicable Issuing Bank or, to the extent that Applicable Lenders have made payments pursuant to this paragraph Section 2.08(e) to reimburse the such Issuing Bank, then to such Lenders and the such Issuing Bank as their interests may appear. Any payment made by an Applicable a Lender pursuant to this paragraph Section 2.08(e) to reimburse the any 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 the Company Borrower 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 the an Issuing Bank shall make any LC Disbursement in respect of a Letter of Credit, the Company applicable Borrower shall reimburse such LC Disbursement by paying to the 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) not later than 12:00 noon, Local Time, Disbursement on the date that such LC Disbursement is made, if the Company 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 Company such Borrower prior to such time on such date, then not later than 12:00 noon, Local Time, on the Business Day immediately following the day that the Company such Borrower receives such notice; provided that the Company such Borrower may, subject to the conditions to borrowing set forth herein, request in accordance with Section Sections 2.03 or 2.05 that such payment be financed with an ABR Revolving Borrowing or Swingline Loan in an equivalent Dollar Amount of such LC Disbursement amount and, to the extent so financed, the Companysuch Borrower’s obligation to make such payment shall be discharged and replaced by the resulting ABR Revolving Borrowing or Swingline LoanBorrowing. If the Company such Borrower fails to make such payment when due, the Administrative Agent shall notify each Applicable Revolving Lender of the applicable LC Disbursement, the payment then due from the Company such Borrower in respect thereof and such Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Applicable Revolving Lender shall pay to the Administrative Agent its Applicable Percentage of the payment then due from the Companysuch Borrower, in the same manner as provided in Section 2.07 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 Administrative Agent shall promptly pay to the applicable Issuing Bank the amounts so received by it from the Applicable Revolving Lenders. Promptly following receipt by the Administrative Agent of any payment from the Company such Borrower pursuant to this paragraph, the Administrative Agent shall distribute such payment to the applicable Issuing Bank or, to the extent that Applicable Revolving Lenders have made payments pursuant to this paragraph to reimburse the such Issuing Bank, then to such Lenders and the applicable Issuing Bank as their interests may appear. Any payment made by an Applicable a Lender pursuant to this paragraph to reimburse the 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 the Company a Borrower 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 the any Issuing Bank shall make any LC Disbursement in respect of a Letter of Credit, the Company 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 Administrative Agent in Dollars the Dollar Amount equal to such LC Disbursement, calculated as of the date the applicable 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 Dollars, in an amount equal to the Dollar Equivalent of such LC Disbursement) , 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 Company 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 Company prior to such time Borrowers on such date, then not later than 12:00 noon, Local TimeNew York City time, on the Business Day immediately following the day date that the Company receives Borrowers receive such notice; provided that the Company may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.03 or 2.05 that such payment be financed with 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 payment shall be discharged and replaced by the resulting ABR Revolving Borrowing or Swingline Loan. If the Company applicable Borrower fails to make such payment when duedue and no other Borrower makes such payment, the Issuing Bank shall notify the Administrative Agent who shall notify each Applicable Lender of the applicable LC Disbursement, the payment then due from the Company such Borrower in respect thereof and such Lender’s Applicable Percentage of the Dollar Equivalent thereof. Promptly following receipt of such notice, each Applicable Lender shall pay to the Administrative Agent applicable Issuing Bank, in Dollars, its Applicable Percentage of the Dollar Equivalent of the payment then due from the Companysuch 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 Applicable Lendersnotice was given), and the Administrative Agent shall promptly pay to the Issuing Bank the amounts so received by it from the Applicable Lenders. Promptly following receipt by the Administrative Agent applicable Issuing Bank of any payment from the Company a Borrower pursuant to this paragraph, the Administrative Agent applicable Issuing Bank shall distribute such payment to the Issuing Bank or, to the extent that Applicable Lenders have made payments pursuant to this paragraph to reimburse the such Issuing Bank, then to such Lenders and the Issuing Bank as their interests may appear. Any payment made by an Applicable a Lender pursuant to this paragraph to reimburse the any 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 the Company any Borrower 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 the any Issuing Bank shall make any LC Disbursement in respect of a Letter of CreditCredit issued by such Issuing Bank, the Company Borrower shall reimburse such LC Disbursement by paying to the Administrative Agent in Dollars the Dollar Amount amount equal to such LC Disbursement, calculated as of the date the such 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) not later than 12:00 noon, Local TimeNew York City time, on the date that such LC Disbursement is made, if the Company 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 Company Borrower prior to such time on such date, then not later than 12:00 noon, Local TimeNew York City time, on the Business Day immediately following the day that the Company Borrower receives such notice, if such notice is not received prior to such time on the day of receipt; provided that the Company Borrower may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.03 or 2.05 that such payment be financed with an ABR Revolving Borrowing or Swingline Loan in an equivalent Dollar Amount amount of such LC Disbursement and, to the extent so financed, the CompanyBorrower’s obligation to make such payment shall be discharged and replaced by the resulting ABR Revolving Borrowing or Swingline LoanBorrowing. If the Company Borrower fails to make such payment when due, the Administrative Agent shall notify each Applicable Lender of the applicable LC Disbursement, the payment then due from the Company Borrower in respect thereof and such Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Applicable Lender shall pay to the Administrative Agent its Applicable Percentage of the payment then due from the CompanyBorrower, in the same manner as provided in Section 2.07 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 Administrative Agent shall promptly pay to the such Issuing Bank the amounts so received by it from the Applicable Lenders. Promptly following receipt by the Administrative Agent of any payment from the Company Borrower pursuant to this paragraph, the Administrative Agent shall distribute such payment to the such Issuing Bank or, to the extent that Applicable Lenders have made payments pursuant to this paragraph to reimburse the such Issuing Bank, then to such Lenders and the such Issuing Bank as their interests may appear. Any payment made by an Applicable a Lender pursuant to this paragraph to reimburse the such Issuing Bank for any LC Disbursement (other than the funding of an ABR Revolving Loans or a Swingline Loan as contemplated above) shall not constitute a Loan and shall not relieve the Company Borrower of its obligation to reimburse such LC Disbursement. 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 the Issuing Bank shall make any LC Disbursement in respect of a Letter of CreditCredit issued by the Issuing Bank, the Company Borrower shall reimburse such LC Disbursement by paying to the 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) Disbursement not later than 12:00 noon, Local TimeNew York, New York time, on the date that such LC Disbursement is made, if the Company 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 Company Borrower prior to such time on such date, then not later than 12:00 noon, Local TimeNew York, New York time, on (i) the Business Day that the Borrower receives such notice, if such notice is received prior to 10:00 a.m., New York, New York time, on the day of receipt, or (ii) the Business Day immediately following the day that the Company Borrower receives such notice, if such notice is not received prior to such time on the day of receipt; provided that if such LC Disbursement is not less than $1,000,000, the Company mayBorrower shall, subject to the conditions to borrowing Borrowing set forth herein, be deemed to have requested, and the Borrower does hereby request in accordance with Section 2.03 or 2.05 under such circumstances, that such payment be financed with an ABR Revolving Borrowing or Swingline Loan in an equivalent Dollar Amount of such LC Disbursement amount and, to the extent so financed, the CompanyBorrower’s obligation to make such payment shall be discharged and replaced by the resulting ABR Revolving Borrowing or Swingline LoanBorrowing. If the Company Borrower fails to make such payment when due, the Administrative Agent shall notify each Applicable Lender of the applicable LC Disbursement, the payment then due from the Company Borrower in respect thereof and such Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Applicable Lender shall pay to the Administrative Agent its Applicable Percentage of the payment then due from the CompanyBorrower, in the same manner as provided in Section 2.07 ‎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 Applicable Lenders), and the Administrative Agent shall promptly pay to the Issuing Bank that issued such Letter of Credit the amounts so received by it from the Applicable Lenders. Promptly following receipt by the Administrative Agent of any payment from the Company Borrower pursuant to this paragraph‎Section 2.08(e), the Administrative Agent shall distribute such payment to the Issuing Bank that issued such Letter of Credit or, to the extent that Applicable Lenders have made payments pursuant to this paragraph ‎Section 2.08(e) to reimburse the Issuing Bank, then to such Lenders and the Issuing Bank as their interests may appear. Any payment made by an Applicable a Lender pursuant to this paragraph ‎Section 2.08(e) to reimburse 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 the Company Borrower 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 the any Issuing Bank shall make any LC Disbursement in respect of a Letter of Credit, the Company shall reimburse such LC Disbursement by paying to the Administrative Agent in Dollars the Dollar Amount equal to such LC Disbursement, calculated as of the date the such Issuing Bank made such LC Disbursement (or if the such Issuing Bank shall so elect in its sole discretion by notice to the Company, in such other Agreed Currency which was paid by the such Issuing Bank pursuant to such LC Disbursement in an amount equal to such LC Disbursement) not later than 12:00 noon, Local Time, on the date that such LC Disbursement is made, if the Company shall have received notice of such LC Disbursement prior to 10:00 a.m., Local Time, on such date, or, if such notice has not been received by the Company prior to such time on such date, then not later than 12:00 noon, Local Time, on the Business Day immediately following the day that the Company receives such notice; provided that the Company may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.03 or 2.05 that such payment be financed with 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 payment shall be discharged and replaced by the resulting ABR Revolving Borrowing or Swingline Loan. If the Company fails to make such payment when due, the Administrative Agent shall notify each Applicable Lender of the applicable LC Disbursement, the payment then due from the Company in respect thereof and such Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Applicable Lender shall pay to the Administrative Agent its Applicable Percentage of the payment then due from the Company, in the same manner as provided in Section 2.07 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 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 Administrative Agent of any payment from the Company pursuant to this paragraph, the 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 the such Issuing Bank, then to such Lenders and the such Issuing Bank as their interests may appear. Any payment made by an Applicable Lender pursuant to this paragraph to reimburse 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 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 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 the an Issuing Bank shall make any LC Disbursement in respect of a Letter of Credit, the Company applicable Borrower shall reimburse such LC Disbursement by paying to the 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) Disbursement not later than 12:00 noon3:00 p.m., Local TimeEastern time, on the date that such LC Disbursement is made, if the Company 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 Company applicable Borrower prior to such time on such date, then not later than 12:00 noon3:00 p.m., Local TimeEastern time, on the Business Day immediately following the day that the Company applicable Borrower receives such notice; provided that the Company applicable 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 amount and, to the extent so financed, the Companyapplicable Borrower’s obligation to make such payment shall be discharged and replaced by the resulting ABR Revolving Borrowing or Swingline Loan. If the Company applicable Borrower fails to make such payment when due, such amount, if denominated in Foreign Currency shall be converted to Dollars and the Administrative Agent shall notify each Applicable Lender of the applicable LC Disbursement, the payment then due from the Company applicable Borrower in respect thereof and such Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Applicable Lender shall pay to the Administrative Agent its Applicable Percentage of the payment then due from the Companyapplicable 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 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 Administrative Agent of any payment from the Company applicable Borrower pursuant to this paragraph, the 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 the Issuing Bank, then to such Lenders and the applicable Issuing Bank as their interests may appear. Any payment made by an Applicable a Lender pursuant to this paragraph to reimburse the 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 the Company applicable Borrower 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 the an Issuing Bank shall make any LC Disbursement in respect of a Letter of CreditCredit issued by it, the Company Borrower shall reimburse such LC Disbursement by paying to the 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) Disbursement not later than 12:00 noon, Local TimeNew York City time, on the date that such LC Disbursement is made, if the Company 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 Company Borrower prior to such time on such date, then not later than 12:00 noon, Local TimeNew York City time, on the Business Day immediately following the day that the Company Borrower receives such notice, if such notice is not received prior to such time on the day of receipt; provided that the Company Borrower may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.03 or 2.05 that such payment be financed with an ABR Revolving Borrowing or Swingline Loan in an equivalent Dollar Amount amount of such LC Disbursement and, to the extent so financed, the CompanyBorrower’s obligation to make such payment shall be discharged and replaced by the resulting ABR Revolving Borrowing or Swingline Loan. If the Company Borrower fails to make such payment when due, the Administrative Agent shall notify each Applicable Lender of the applicable LC Disbursement, the payment then due from the Company Borrower in respect thereof and such Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Applicable Lender shall pay to the Administrative Agent its Applicable Percentage of the payment then due from the CompanyBorrower, in the same manner as provided in Section 2.07 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 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 Administrative Agent of any payment from the Company Borrower pursuant to this paragraph, the 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 the applicable Issuing Bank, then to such Lenders and the applicable Issuing Bank as their interests may appear. Any payment made by an Applicable a Lender pursuant to this paragraph to reimburse 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 the Company Borrower 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 the Issuing Bank shall make any LC Disbursement in respect of a Letter of Credit, the Company applicable Borrower shall reimburse such LC Disbursement in the currency of such LC Disbursement by paying to the Administrative Agent in Dollars the Dollar Amount equal to such LC Disbursement, calculated as of the date 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) not later than 12:00 noon, Local Time, on the date that such LC Disbursement is made, if the Company shall have received notice of such LC Disbursement prior to 10:00 a.m., Local Time, on such date, or, if such notice has not been received by the Company prior to such time on such date, then not later than 12:00 noon, Local Time, on the Business Day immediately following the day that the Company such Borrower receives such notice; provided that the Company a 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 financed, if applicable given the currency of the LC Disbursement, with an ABR Revolving Borrowing Advance or Swingline Loan Advance in an equivalent Dollar Amount of such LC Disbursement amount and, to the extent so financed, the Companysuch Borrower’s obligation to make such payment shall be discharged and replaced by the resulting ABR Revolving Borrowing Advance or Swingline LoanAdvance. If the Company a Borrower fails to make such payment when due, 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 Applicable Lender of the applicable LC Disbursement, the payment then due from the Company such Borrower in respect thereof and such Lender’s Applicable Adjusted Percentage thereof. Promptly following receipt of such notice, each Applicable Lender shall pay to the Administrative Agent its Applicable Adjusted Percentage of the payment then due from the 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)Borrower, and the Administrative Agent shall promptly pay to the Issuing Bank the amounts so received by it from the Applicable Lenders. Promptly following receipt by the Administrative Agent of any payment from the Company a Borrower pursuant to this paragraph, the Administrative Agent shall distribute such payment to the Issuing Bank or, to the extent that Applicable Lenders have made payments pursuant to this paragraph to reimburse the Issuing Bank, then to such Lenders and the Issuing Bank as their interests may appear. Any payment made by an Applicable a Lender pursuant to this paragraph to reimburse the Issuing Bank for any LC Disbursement (other than the funding of ABR Revolving Loans an Advance or a Swingline Loan Advance as contemplated above) shall not constitute a Loan an Advance and shall not relieve the Company such Borrower 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 the Issuing Bank any Issuer shall make any LC Letter of Credit Disbursement in respect of a Letter of CreditCredit issued by such Issuer, the Company Borrower shall reimburse such LC Letter of Credit Disbursement by paying to the Administrative Agent in Dollars for the Dollar Amount equal to such LC Disbursement, calculated as account of the date applicable Issuer at the Issuing Bank made such LC Disbursement (or if Alternate Base Rate plus the Issuing Bank shall so elect in its sole discretion by notice to the CompanyApplicable Margin, 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) Letter of Credit Disbursement 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 Company 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 Company Borrower prior to such time on such date, then not later than 12:00 noon2:00 p.m., Local TimeNew York time, on the next succeeding Business Day immediately following the day that the Company receives such noticeDay; provided that if such Letter of Credit Disbursement is not less than $1,000,000, the Company mayBorrower shall, subject to the conditions to borrowing Borrowing set forth herein, be deemed to have requested, and the Borrower does hereby request in accordance with Section 2.03 or 2.05 under such circumstances, that such payment be financed with an ABR Revolving Borrowing or Swingline Loan in an equivalent Dollar Amount of such LC Disbursement amount and, to the extent so financed, the CompanyBorrower’s obligation to make such payment shall be discharged and replaced by the resulting ABR Revolving Borrowing or Swingline Loan. If the Company Borrower fails to make such payment when due, the Administrative Agent shall notify each Applicable Lender of the applicable LC Letter of Credit Disbursement, the payment then due from the Company Borrower in respect thereof and such Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Applicable Lender shall pay to the Administrative Agent its Applicable Percentage of the payment then due from the CompanyBorrower, in the same manner as provided in Section 2.07 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 Applicable Lenders), and the Administrative Agent shall promptly pay to the Issuing Bank Issuer that issued such Letter of Credit the amounts so received by it from the Applicable Lenders. Promptly following receipt by the Administrative Agent of any payment from the Company Borrower pursuant to this paragraphSection 2.08(e), the Administrative Agent shall distribute such payment to the Issuing Bank Issuer that issued such Letter of Credit or, to the extent that Applicable Lenders have made payments pursuant to this paragraph Section 2.08(e) to reimburse the Issuing Banksuch Issuer, then to such Lenders and the Issuing Bank such Issuer as their interests may appear. Any payment made by an Applicable a Lender pursuant to this paragraph Section 2.08(e) to reimburse the Issuing Bank any Issuer for any LC Letter of Credit Disbursement (other than the funding of ABR Revolving Loans or a Swingline Loan as contemplated above) shall not constitute a Loan and shall not relieve the Company Borrower of its obligation to reimburse such LC Letter of Credit 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 Any Letter of Credit Disbursement 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 reimbursed by the Administrative AgentBorrower or funded as a Loan prior to 2:00 p.m., New York time, shall bear interest for such day at the Issuing Bank or ABR plus 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 DisbursementApplicable Margin.

Reimbursement. If the Issuing Bank shall make any LC Disbursement in respect of a Letter of Credit, the Company Borrower shall reimburse such LC Disbursement by paying to the 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) Disbursement not later than 12:00 noon, Local Time, noon on the date that such LC Disbursement is made, if the Company 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 Company Borrower prior to such time on such date, then not later than 12:00 noon, Local Time, noon on the Business Day immediately following the day that the Company receives Borrower receive such notice; provided that the Company Borrower may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.03 or 2.05 that such payment be financed with an ABR Revolving Borrowing or Swingline Loan in an equivalent Dollar Amount of such LC Disbursement amount and, to the extent so financed, the CompanyBorrower’s obligation to make such payment shall be discharged and replaced by the resulting ABR Revolving Borrowing or Swingline LoanBorrowing. If the Company Borrower fails to make such payment when due, the Administrative Agent shall notify each Applicable Lender of the applicable LC Disbursement, the payment then due from the Company Borrower in respect thereof and such Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Applicable Lender shall pay to the Administrative Agent its Applicable Percentage of the payment then due from the CompanyBorrower, in the same manner as provided in Section 2.07 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 Administrative Agent shall promptly pay to the Issuing Bank the amounts so received by it from the Applicable Lenders. Promptly following receipt by the Administrative Agent of any payment from the Company Borrower pursuant to this paragraph, the Administrative Agent shall distribute such payment to the Issuing Bank or, to the extent that Applicable Lenders have made payments pursuant to this paragraph to reimburse the Issuing Bank, then to such Lenders and the Issuing Bank as their interests may appear. Any payment made by an Applicable a Lender pursuant to this paragraph to reimburse 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 the Company Borrower of its their 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 the Issuing Bank that issued a Letter of Credit shall make any LC Disbursement in respect of a such Letter of Credit, the Company Borrower shall reimburse such LC Disbursement by paying to the 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) dollars not later than 12:00 noon, Local TimeNew York time, on the date that such LC Disbursement is made, if the Company 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 Company Borrower prior to such time on such date, then not later than 12:00 noon, Local TimeNew York time, on the Business Day immediately following the day that the Company Borrower receives such notice, if such notice is not received prior to such time on the day of receipt; provided that the Company Borrower may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.03 or 2.05 that such payment be financed with an ABR Revolving Borrowing or Swingline Loan in an equivalent Dollar Amount amount of such LC Disbursement and, to the extent so financed, the CompanyBorrower’s obligation to make such payment shall be discharged and replaced by the resulting ABR Revolving Borrowing or Swingline LoanBorrowing. If the Company Borrower fails to make such payment when due, the Administrative Agent shall notify each Applicable Revolving Lender (other than the Issuing Bank that issued such Letter of Credit) of the applicable LC Disbursement, the payment then due from the Company Borrower in respect thereof and such Lender’s Applicable Revolving Percentage thereof. Promptly following receipt of such notice, each Applicable such Revolving Lender shall pay to the Administrative Agent its Applicable Revolving Percentage of the payment then due from the CompanyBorrower, 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 Applicable such Revolving Lenders), and the Administrative Agent shall promptly pay to the Issuing Bank that issued such Letter of Credit the amounts so received by it from the Applicable such Revolving Lenders. Promptly following receipt by the Administrative Agent of any payment from the Company Borrower pursuant to this paragraph, the Administrative Agent shall distribute such payment to the Issuing Bank that issued a Letter of Credit or, to the extent that Applicable Revolving Lenders have made payments pursuant to this paragraph to reimburse the such Issuing Bank, then to such Revolving Lenders and the such Issuing Bank as their interests may appear. Any payment made by an Applicable a Revolving Lender pursuant to this paragraph to reimburse the Issuing Bank that issued a Letter of Credit for any LC Disbursement (other than the funding of ABR Revolving Loans or a Swingline Loan as contemplated above) shall not constitute a Loan and shall not relieve the Company Borrower of its obligation to reimburse such LC Disbursement. 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 Within [***] after the Issuing Bank 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 Company shall reimburse such LC Disbursement by paying relation to Product prior to the Administrative Agent Effective Date, and an accounting of all out-of-pocket costs incurred by RogCon in Dollars connection therewith, along with reasonable supporting documentation with respect thereto and (b) an invoice for the Dollar Amount equal to such LC Disbursement, calculated as amount 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, out-of-pocket costs specified in such other Agreed Currency report. In addition, within [***] after the end of every calendar month during the Term during which was 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 activities in the 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 such report. All undisputed costs within the aforementioned invoices shall be paid by the Issuing Bank pursuant to such LC Disbursement in an amount equal to such LC Disbursement) not later than 12:00 noon, Local Time, on the date that such LC Disbursement is made, if the Company shall have received notice of such LC Disbursement prior to 10:00 a.m., Local Time, on such date, or, if such notice has not been received by the Company prior to such time on such date, then not later than 12:00 noon, Local Time, on the Business Day immediately following the day that the Company receives such notice; provided that the Company may, subject to the conditions to borrowing set forth herein, request Praxis in accordance with Section 2.03 or 2.05 that such payment be financed with 4.2.2. Praxis will have the right to have an ABR Revolving Borrowing or Swingline Loan in an equivalent Dollar Amount independent certified public accounting firm of such LC Disbursement andinternationally recognized standing, reasonably acceptable to RogCon, have access during normal business hours, and upon reasonable prior written notice, to RogCon’s records as may be reasonably necessary to verify the extent so financed, the Company’s obligation to make such payment shall be discharged and replaced accuracy of out-of-pocket costs reimbursable or reimbursed by the resulting ABR Revolving Borrowing or Swingline Loan. If the Company fails to make such payment when due, the Administrative Agent shall notify each Applicable Lender of the applicable LC Disbursement, the payment then due from the Company in respect thereof and such Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Applicable Lender shall pay to the Administrative Agent its Applicable Percentage of the payment then due from the Company, in the same manner as provided in Section 2.07 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 Administrative Agent shall promptly pay to the Issuing Bank the amounts so received by it from the Applicable Lenders. Promptly following receipt by the Administrative Agent of any payment from the Company Praxis pursuant to this paragraphSection 4.1.3 for any calendar month, Calendar Quarter or Calendar Year within the Administrative 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 Issuing Bank or, to the extent that Applicable 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 the Issuing Bankcost of the audit. If, then based on the results of such audit, amounts were overpaid by Praxis to such Lenders and the Issuing Bank as their interests may appear. Any payment made by an Applicable Lender pursuant RogCon, RogCon will issue to this paragraph to reimburse the Issuing Bank for any LC Disbursement (other than the funding of ABR Revolving Loans or Praxis a Swingline Loan as contemplated above) shall not constitute a Loan and shall not relieve the Company of its obligation to reimburse such LC Disbursement. If the Company’s reimbursement of, or obligation to reimburse, any amounts credit 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 overpayment, which credit may be applied against future royalty payments owed by Praxis to RogCon under this Agreement. Praxis and its accounting firm will treat the Administrative Agent, financial information subject to review under this Section 4.1.3 in accordance with 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, confidentiality provisions of such LC DisbursementARTICLE 10.

Reimbursement. If the Issuing Bank shall make any LC Disbursement in respect of a Letter of Credit, the Company Borrowers shall reimburse such LC Disbursement by paying to the Administrative Agent in Dollars the Dollar Amount 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) not later than 12:00 noon, Local Time, p.m. on the date that such LC Disbursement is made, if the Company 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 Company Borrowers prior to such time on such date, then not later than 12:00 noon, Local Time, p.m. on the Business Day immediately following the day that the Company receives Borrowers receive such notice; provided that the Company Borrowers may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.03 or 2.05 that such payment be financed with an ABR Revolving Borrowing or Swingline a Loan in an equivalent Dollar Amount amount of such LC Disbursement and, to the extent so financed, the Company’s Borrowers’ obligation to make such payment shall be discharged and replaced by the resulting ABR Revolving Borrowing or Swingline such Loan. If the Company fails Borrowers fail to make such payment when due, the Administrative Agent shall notify each Applicable Lender of the applicable LC Disbursement, the payment then due from the Company Borrowers in respect thereof and such Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Applicable Lender shall pay to the Administrative Agent its Applicable Percentage of the payment then due from the CompanyBorrowers, in the same manner as provided in Section 2.07 with respect to Loans made by such Lender (and Section 2.07 shall apply, mutatis mutandis, to the payment obligations of the Applicable Lenders)Lender, and the Administrative Agent shall promptly pay to the Issuing Bank the amounts so received by it from the Applicable Lenders. Promptly following receipt by the Administrative Agent of any payment from the Company Borrowers pursuant to this paragraph, the Administrative Agent shall distribute such payment to the Issuing Bank or, to the extent that Applicable Lenders have made payments pursuant to this paragraph to reimburse the Issuing Bank, then to such Lenders and the Issuing Bank as their interests may appear. Any payment made by an Applicable a Lender pursuant to this paragraph to reimburse 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 the Company Borrowers 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 the an Issuing Bank shall make any LC Disbursement in respect of a Letter of Credit, the Company 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 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) Disbursement not later than 12:00 noon, Local TimeNew York City time, on the date that such LC Disbursement is made, if the Company 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 Company such Borrower prior to such time on such date, then not later than 12:00 noon, Local TimeNew York City time, on (i) the Business Day that such Borrower receives such notice, if such notice is received prior to 10:00 a.m., New York City time, on the day of receipt, or (ii) the Business Day immediately following the day that the Company such Borrower receives such notice, if such notice is not received prior to such time on the day of receipt; provided that the Company 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 2.03 2.1 or 2.05 2.5 that such payment be financed with an ABR Revolving Borrowing a Floating Rate Advance or a Swingline Loan to such Borrower in an equivalent Dollar Amount of such LC Disbursement amount and, to the extent so financed, the Companysuch Borrower’s obligation to make such payment shall be discharged and replaced by the resulting ABR Revolving Borrowing Floating Rate Advance or Swingline Loan. If the Company such Borrower fails to make such payment when due, the Administrative Agent shall notify each Applicable Lender of the applicable LC Disbursement, the payment then due from the Company such Borrower in respect thereof and such Lender’s Applicable Percentage Pro Rata Share thereof. Promptly following receipt of such notice, each Applicable Lender shall pay to the Administrative Agent its Applicable Percentage Pro Rata Share of the payment then due from the Companysuch 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 Applicable Lenders), and the Administrative Agent shall promptly pay to the such Issuing Bank the amounts so received by it from the Applicable Lenders. Promptly following receipt by the Administrative Agent of any payment from the Company such Borrower pursuant to this paragraph, the Administrative Agent shall distribute such payment to the such Issuing Bank or, to the extent that Applicable Lenders have made payments pursuant to this paragraph to reimburse the such Issuing Bank, then to such Lenders and the such Issuing Bank as their interests may appear. Any payment made by an Applicable a Lender pursuant to this paragraph to reimburse the an Issuing Bank for any LC Disbursement (other than the funding of ABR Revolving Loans a Floating Rate Advance or a Swingline Loan as contemplated above) shall not constitute a Loan and shall not relieve the Company such Borrower 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 the Issuing Bank shall make any LC Disbursement in respect of a Letter of Credit, the Company Borrower shall reimburse such LC Disbursement by paying to the 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) Disbursement not later than 12:00 noon, Local TimeNew York City time, on the date that such LC Disbursement is made, if the Company 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 Company Borrower prior to such time on such date, then not later than 12:00 noon, Local TimeNew York City time, on the Business Day immediately following the day that the Company Borrower receives such notice, if such notice is not received prior to such time on the day of receipt; provided that the Company Borrower may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.03 or 2.05 that such payment be financed with an ABR Revolving Borrowing or Swingline Loan in an equivalent the Dollar Amount of such LC Disbursement and, to the extent so financed, the CompanyBorrower’s obligation to make such payment shall be discharged and replaced by the resulting ABR Revolving Borrowing or Swingline LoanBorrowing. If the Company Borrower fails to make such payment when due, the Administrative Agent shall notify each Applicable Lender of the applicable LC Disbursement, the payment then due from the Company Borrower in respect thereof and such Revolving Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Applicable Lender shall pay to the Administrative Agent its Applicable Percentage of the payment then due from the CompanyBorrower, in the same manner as provided in Section 2.07 with respect to Loans made by such Revolving Lender (and Section 2.07 shall apply, mutatis mutandis, to the payment obligations of the Applicable 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 Administrative Agent shall promptly pay to the Issuing Bank the amounts so received by it from the Applicable Revolving Lenders. Promptly following receipt by the Administrative Agent of any payment from the Company Borrower pursuant to this paragraph, the Administrative Agent shall distribute such payment to the Issuing Bank or, to the extent that Applicable Lenders have made payments pursuant to this paragraph to reimburse the Issuing Bank, then to such Lenders and the Issuing Bank as their interests may appear. Any payment made by an Applicable a Lender pursuant to this paragraph to reimburse 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 the Company Borrower of its obligation to reimburse such LC Disbursement. If the CompanyBorrower’s reimbursement of, or obligation to reimburse, any amounts in any Foreign Alternative 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 U.S. Dollars, the Company Borrower shall, at its option, either (x) pay the amount of any such tax requested by the Administrative Agent, the such Issuing Bank or the relevant Multicurrency Tranche Lender or (y) reimburse each LC Disbursement made in such Foreign Alternative Currency in U.S. Dollars, in an amount equal to the Equivalent Dollar Amount, calculated using the applicable exchange rates, on the date such LC Disbursement is made, of such LC Disbursement.

Reimbursement. If the an Issuing Bank shall make any LC Disbursement in respect of a Letter of Credit, the Company Borrower shall reimburse such LC Disbursement by paying to the Administrative Agent an amount (in Dollars the Dollar Amount applicable currency) 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) not later than 12:00 noon, Local Time, on the date that such LC Disbursement is made, if the Company shall have received notice of such LC Disbursement prior to 10:00 a.m., Local Time, on such date, or, if such notice has not been received by the Company prior to such time on such date, then not later than 12:00 noon, Local TimeNew York City time, on the Business Day immediately following the day that the Company Borrower receives such notice, if such notice is not received prior to such time on the day of receipt; provided that provided, that, if such LC Disbursement is not less than the Company 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 2.05 2.04 that such payment be financed with an ABR Revolving Borrowing or Swingline Loan in an equivalent amount equal to the Dollar Amount of such LC Disbursement Equivalent thereof and, to the extent so financed, the CompanyBorrower’s obligation to make such payment shall be discharged and replaced by the resulting ABR Revolving Borrowing or Swingline Loan. If the Company Borrower fails to make such payment when due, the Administrative Agent shall notify each Applicable Lender of the applicable LC Disbursement, the payment then due from the Company Borrower in respect thereof and such Lender’s Applicable Percentage of the Dollar Equivalent thereof. Promptly following receipt of such notice, each Applicable Lender shall pay to the Administrative Agent its Applicable Percentage of the payment then due from the CompanyBorrower, in the same manner as provided in Section 2.07 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 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 Administrative Agent of any payment from the Company Borrower pursuant to this paragraph, the 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 the such Issuing Bank, then to such Lenders and the such Issuing Bank as their interests may appear. Any payment made by an Applicable a Lender pursuant to this paragraph to reimburse the any 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 the Company Borrower 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 Disbursement (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 shortfall resulting from a change 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 DisbursementSpot Rate).

Reimbursement. If the an Issuing Bank shall make any LC Disbursement in respect of a Letter of Credit, the Company Borrower shall reimburse such LC Disbursement by paying to the 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) Disbursement not later than 12:00 noon, Local TimeCentral time, on the date that such LC Disbursement is made, if the Company 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 Company Borrower prior to such time on such date, then not later than 12:00 noon, Local TimeCentral time, on (i) the Business Day that the Borrower receives such notice, if such notice is received prior to 10:00 a.m., Central time, on the day of receipt, or (ii) the Business Day immediately following the day that the Company Borrower receives such notice, if such notice is not received prior to such time on the day of receipt; provided that the Company Borrower may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.03 or 2.05 2.5.1 that such payment be financed with an ABR Revolving Borrowing or Swingline a Base Rate Loan in an equivalent Dollar Amount of such LC Disbursement amount and, to the extent so financed, the CompanyBorrower’s obligation to make such payment shall be discharged and replaced by the resulting ABR Revolving Borrowing or Swingline LoanBorrowing. If the Company Borrower fails to make such payment when due, the Administrative Agent shall notify each Applicable Lender of the applicable LC Disbursement, the payment then due from the Company Borrower in respect thereof and such Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Applicable Lender shall pay to the Administrative Agent its Applicable Percentage of the payment then due from the CompanyBorrower, in the same manner as provided in Section 2.07 with respect to Revolving Loans made by such Lender (and Section 2.07 shall apply, mutatis mutandis, to the payment obligations of the Applicable Lenders)Lender, and the Administrative Agent shall promptly pay to the such Issuing Bank the amounts so received by it from the Applicable Lenders. Promptly following receipt by the Administrative Agent of any payment from the Company Borrower pursuant to this paragraph, the Administrative Agent shall distribute such payment to the such Issuing Bank or, to the extent that Applicable Lenders have made payments pursuant to this paragraph to reimburse the such Issuing Bank, then to such Lenders and the Issuing Bank as their interests may appear. Any payment made by an Applicable a Lender pursuant to this paragraph to reimburse the such Issuing Bank for any LC Disbursement (other than the funding of ABR Revolving Base Rate Loans or a Swingline Loan pursuant to Section 2.5.1 as contemplated above) shall not constitute a Loan and shall not relieve the Company Borrower 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 the an Issuing Bank shall make any LC Disbursement in respect of a Letter of Credit, the Company Borrower shall reimburse such LC Disbursement by paying to the 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) Disbursement not later than 12:00 noon1:00 pm, Local TimeCentral time, on the date that such LC Disbursement is made, if the Company 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 Company prior to such time on such date, then not later than 12:00 noon1:00 pm, Local TimeCentral time, on the Business Day immediately following the day that the Company Borrower receives such notice, if such notice is not received prior to such time on the day of such LC Disbursement; provided that the Company Borrower may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.03 or 2.05 2.5.1 that such payment be financed with an ABR Revolving Borrowing or Swingline a Base Rate Loan in an equivalent Dollar Amount of such LC Disbursement amount and, to the extent so financed, the CompanyBorrower’s obligation to make such payment shall be discharged and replaced by the resulting ABR Revolving Borrowing or Swingline LoanBorrowing. If the Company Borrower fails to make such payment when due, the Administrative Agent shall notify each Applicable Lender of the applicable LC Disbursement, the payment then due from the Company Borrower in respect thereof and such Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Applicable Lender shall pay to the Administrative Agent its Applicable Percentage of the payment then due from the CompanyBorrower, in the same manner as provided in Section 2.07 with respect to Revolving Loans made by such Lender (and Section 2.07 shall apply, mutatis mutandis, to the payment obligations of the Applicable Lenders)Lender, and the Administrative Agent shall promptly pay to the such Issuing Bank the amounts so received by it from the Applicable Lenders. Promptly following receipt by the Administrative Agent of any payment from the Company Borrower pursuant to this paragraph, the Administrative Agent shall distribute such payment to the such Issuing Bank or, to the extent that Applicable Lenders have made payments pursuant to this paragraph to reimburse the such Issuing Bank, then to such Lenders and the Issuing Bank as their interests may appear. Any payment made by an Applicable a Lender pursuant to this paragraph to reimburse the such Issuing Bank for any LC Disbursement (other than the funding of ABR Revolving Base Rate Loans or a Swingline Loan pursuant to Section 2.5.1 as contemplated above) shall not constitute a Loan and shall not relieve the Company Borrower 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 the Issuing Bank LC Issuer shall make any LC Disbursement in respect of a Letter of Credit, the Company Borrower shall reimburse such LC Disbursement by paying to the 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) Disbursement not later than 12:00 noon, Local Time, on the date that such LC Disbursement is made, if the Company shall have received notice of such LC Disbursement prior to 10:00 a.m., Local Time, on such date, or, if such notice has not been received by the Company prior to such time on such date, then not later than 12:00 noon, Local TimeNew York City time, on the Business Day immediately next following the day that date notice of such drawing is given to the Company receives Borrower (any such noticenotice received after 1:00 p.m., New York City time, shall be deemed received by the Borrower on the next Business Day); provided that that, the Company Borrower may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.03 2.07 or 2.05 2.11 that such payment be financed with an ABR a Revolving Borrowing Credit Advance which is a Floating Rate Advance or Swingline Swing Line Loan in an equivalent Dollar Amount of such LC Disbursement amount and, to the extent so financed, the CompanyBorrower’s obligation to make such payment shall be discharged and replaced by the resulting ABR Revolving Borrowing Credit Advance or Swingline Swing Line Loan. If the Company Borrower fails to make such payment reimburse an LC Disbursement when due, the Administrative Agent shall notify each Applicable Lender of the applicable LC Disbursement, the payment then due from the Company Borrower in respect thereof and such Lender’s Applicable Percentage Pro Rata Share thereof. Promptly following receipt of such notice, each Applicable Lender shall pay to the Administrative Agent its Applicable Percentage Pro Rata Share of the payment then due from the CompanyBorrower, in the same manner as provided in Section 2.07 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 Applicable Lenders), and the Administrative Agent shall promptly pay to the Issuing Bank LC Issuer the amounts so received by it from the Applicable Lenders. Promptly following receipt by the Administrative Agent of any payment from the Company Borrower pursuant to this paragraph, the Administrative Agent shall distribute such payment to the Issuing Bank LC Issuer or, to the extent that Applicable Lenders have made payments pursuant to this paragraph to reimburse the Issuing BankLC Issuer, then to such Lenders and the Issuing Bank LC Issuer as their interests may appear. Any payment made by an Applicable a Lender pursuant to this paragraph to reimburse the Issuing Bank LC Issuer for any LC Disbursement (other than the funding of ABR a Revolving Loans Credit Advance or a Swingline Swing Line Loan as contemplated above) shall not constitute a Loan and shall not relieve the Company Borrower 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 the Issuing Bank shall make any LC Disbursement in respect of a Letter of Credit, the Company Borrower shall reimburse such LC Disbursement by paying to the 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 CompanyBorrower, 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) not later than 12:00 noon, Local Time, on the date that such LC Disbursement is made, if the Company 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 Company Borrower prior to such time on such date, then not later than 12:00 noon, Local Time, on the Business Day immediately following the day that the Company Borrower receives such notice, if such notice is not received prior to such time on the day of receipt; provided that that, if such LC Disbursement is not less than the Company 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 CompanyBorrower’s obligation to make such payment shall be discharged and replaced by the resulting ABR Revolving Borrowing or Swingline Loan. If the Company Borrower fails to make such payment when due, the Administrative Agent shall notify each Applicable Lender of the applicable LC Disbursement, the payment then due from the Company Borrower in respect thereof and such Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Applicable Lender shall pay to the Administrative Agent its Applicable Percentage of the payment then due from the CompanyBorrower, in the same manner as provided in Section 2.07 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 Administrative Agent shall promptly pay to the Issuing Bank the amounts so received by it from the Applicable Lenders. Promptly following receipt by the Administrative Agent of any payment from the Company Borrower pursuant to this paragraph, the Administrative Agent shall distribute such payment to the Issuing Bank or, to the extent that Applicable Lenders have made payments pursuant to this paragraph to reimburse the Issuing Bank, then to such Lenders and the Issuing Bank as their interests may appear. Any payment made by an Applicable a Lender pursuant to this paragraph to reimburse 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 the Company Borrower of its obligation to reimburse such LC Disbursement. If the CompanyBorrower’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 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 the an Issuing Bank shall make any LC Disbursement in respect of a Letter of Credit, the Company applicable Borrower shall reimburse such LC Disbursement by paying to the 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) not later than 12:00 noon, Local Time, Disbursement on the date that such LC Disbursement is made, if the Company 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 Company such Borrower prior to such time on such date, then not later than 12:00 noon, Local Time, on the Business Day immediately following the day that the Company such Borrower receives such notice; provided that the Company such Borrower may, subject to the conditions to borrowing set forth herein, request in accordance with Section Sections 2.03 or 2.05 that such payment be financed with an ABR Revolving Borrowing or Swingline Loan in an equivalent Dollar Amount of such LC Disbursement amount and, to the extent so financed, the Companysuch Borrower’s obligation to make such payment shall be discharged and replaced by the resulting ABR Revolving Borrowing or Swingline LoanBorrowing. If the Company such Borrower fails to make such payment when due, the Administrative Agent shall notify each Applicable Lender of the applicable LC Disbursement, the payment then due from the Company such Borrower in respect thereof and such Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Applicable Lender shall pay to the Administrative Agent its Applicable Percentage of the payment then due from the Companysuch Borrower, in the same manner as provided in Section 2.07 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 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 Administrative Agent of any payment from the Company such Borrower pursuant to this paragraph, the 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 the such Issuing Bank, then to such Lenders and the applicable Issuing Bank as their interests may appear. Any payment made by an Applicable a Lender pursuant to this paragraph to reimburse the 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 the Company a Borrower 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 the Issuing Bank shall make any LC Disbursement in respect of a Letter of Credit, the Company Borrower shall reimburse such LC Disbursement by paying to the 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 with notice to the Company, in such other Agreed Currency which was paid by the Issuing Bank pursuant to such LC Disbursement in Administrative Agent) an amount equal to such LC Disbursement) Disbursement 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 Company 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 Company 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 the Business Day immediately following the day that the Company Borrower receives such notice, if such notice is not received prior to such time on the day of receipt; provided that the Company Borrower may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.03 or 2.05 2.4 that such payment be financed with an ABR Revolving Borrowing or Swingline Loan in an equivalent Dollar Amount of such LC Disbursement amount and, to the extent so financed, the Company’s Borrower's obligation to make such payment shall be discharged and replaced by the resulting ABR Revolving Borrowing or Swingline LoanBorrowing. If the Company Borrower fails to make such payment when due, the Administrative Agent shall notify each Applicable Lender of the applicable LC Disbursement, the payment then due from the Company Borrower in respect thereof and such Lender’s 's Applicable Percentage thereof. Promptly following receipt of such notice, each Applicable Lender shall pay to the Administrative Agent its Applicable Percentage of the payment then due from the CompanyBorrower, in the same manner as provided in Section 2.07 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 Applicable Lenders), and the Administrative Agent shall promptly pay to the Issuing Bank the amounts so received by it from the Applicable Lenders. Promptly following receipt by the Administrative Agent of any payment from the Company Borrower pursuant to this paragraph, the Administrative Agent shall distribute such payment to the Issuing Bank or, to the extent that Applicable Lenders have made payments LOAN AGREEMENT pursuant to this paragraph to reimburse the Issuing Bank, then to such Lenders and the Issuing Bank as their interests may appear. Any payment made by an Applicable a Lender pursuant to this paragraph to reimburse 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 the Company Borrower 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 the an Issuing Bank shall make any LC Disbursement in respect of a Letter of Credit, the Company 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 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) Disbursement not later than 12:00 noon, Local TimeNew York City time, on the date that such LC Disbursement is made, if the Company 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 Company such Borrower prior to such time on such date, then not later than 12:00 noon, Local TimeNew York City time, on (i) the Business Day on which such Borrower receives such notice, if such notice is received prior to 10:00 a.m., New York City time, on the day of receipt, or (ii) the Business Day immediately following the day that the Company on which such Borrower receives such notice, if such notice is not received prior to such time on the day of receipt; provided that the Company 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 2.03 or 2.05 2.1 that such payment be financed with an ABR Revolving Borrowing or Swingline Loan a Floating Rate Advance to such Borrower in an equivalent Dollar Amount of such LC Disbursement amount and, to the extent so financed, the Companysuch Borrower’s obligation to make such payment shall be discharged and replaced by the resulting ABR Revolving Borrowing or Swingline LoanFloating Rate Advance. If the Company such Borrower fails to make such payment when due, the Administrative Agent shall notify each Applicable Lender of the applicable LC Disbursement, the payment then due from the Company such Borrower in respect thereof and such Lender’s Applicable Percentage Pro Rata Share thereof. Promptly following receipt of such notice, each Applicable Lender shall pay to the Administrative Agent its Applicable Percentage Pro Rata Share of the payment then due from the Companysuch 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 Applicable Lenders), and the Administrative Agent shall promptly pay to the such Issuing Bank the amounts so received by it from the Applicable Lenders. Promptly following receipt by the Administrative Agent of any payment from the Company such Borrower pursuant to this paragraph, the Administrative Agent shall distribute such payment to the such Issuing Bank or, to the extent that Applicable Lenders have made payments pursuant to this paragraph to reimburse the such Issuing Bank, then to such Lenders and the such Issuing Bank as their interests may appear. Any payment made by an Applicable a Lender pursuant to this paragraph to reimburse the an Issuing Bank for any LC Disbursement (other than the funding of ABR Revolving Loans or a Swingline Loan Floating Rate Advance as contemplated above) shall not constitute a Loan and shall not relieve the Company such Borrower 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 the an Issuing Bank shall make any LC Disbursement in respect of a Letter of Credit, the Company applicable Borrower shall reimburse such LC Disbursement by paying to the 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) Disbursement not later than 12:00 noon1:00 p.m., Local Time, on the date that such LC Disbursement is made, if the Company 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 Company applicable Borrower prior to such time on such date, then not later than 12:00 noon1:00 p.m., Local Time, on the Business Day immediately following the day that the Company applicable Borrower receives such notice; provided that that, if such LC Disbursement is not less than the Company 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 or 2.05 that such payment be financed with an ABR Revolving Borrowing or Swingline Loan in an equivalent the Dollar Amount of such LC Disbursement and, to the extent so financed, the Companyapplicable Borrower’s obligation to make such payment shall be discharged and replaced by the resulting ABR Revolving Borrowing or Swingline LoanBorrowing. If any reimbursement required pursuant to the Company fails to make such payment previous sentence is not made when due, the Administrative Agent shall notify each Applicable Lender of the applicable LC Disbursement, the payment then due from the Company applicable Borrower in respect thereof and such Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Applicable Lender shall pay to the Administrative Agent its Applicable Percentage of the payment then due from the Companyapplicable 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 Administrative Agent shall promptly pay to the applicable Issuing Bank the amounts so received by it from the Applicable 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 Administrative Agent of any payment from the Company any Borrower pursuant to this paragraph, the 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 the such Issuing Bank, then to such Lenders and the such Issuing Bank as their interests may appear. Any payment made by an Applicable a Lender pursuant to this paragraph to reimburse the 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 the Company any Borrower of its obligation to reimburse such LC Disbursement. If the Companyany Borrower’s reimbursement of, or obligation to reimburse, any amounts in any Foreign Currency would subject the Administrative Agent, the 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 U.S. Dollars, the Company LMI shall, at its option, either (x) pay the amount of any such tax requested by the Administrative Agent, the such Issuing Bank or the relevant Multicurrency Tranche Lender or (y) reimburse each LC Disbursement made in such Foreign Currency in U.S. Dollars, in an amount equal to the Equivalent Dollar Amount, calculated using the applicable exchange rates, on the date such LC Disbursement is made, of such LC Disbursement.

Reimbursement. If the Issuing Bank shall make any LC Disbursement in respect of a Letter of Credit, the Company Borrower shall reimburse such LC Disbursement by paying to the 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) Disbursement not later than 12:00 noon, Local Time, noon on the date that such LC Disbursement is made, if the Company 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 Company Borrower prior to such time on such date, then not later than 12:00 noon, Local Time, noon on the Business Day immediately following the day that the Company Borrower receives such notice; provided that the Company Borrower may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.03 or 2.05 that such payment be financed with an ABR Revolving Borrowing or Swingline Loan in an equivalent Dollar Amount of such LC Disbursement amount and, to the extent so financed, the CompanyBorrower’s obligation to make such payment shall be discharged and replaced by the resulting ABR Revolving Borrowing or Swingline LoanBorrowing. If the Company Borrower fails to make such payment when due, the Administrative Agent shall notify each Applicable Lender of the applicable LC Disbursement, the payment then due from the Company Borrower in respect thereof and such Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Applicable Lender shall pay to the Administrative Agent its Applicable Percentage of the payment then due from the CompanyBorrower, in the same manner as provided in Section 2.07 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 Administrative Agent shall promptly pay to the Issuing Bank the amounts so received by it from the Applicable Lenders. Promptly following receipt by the Administrative Agent of any payment from the Company Borrower pursuant to this paragraph, the Administrative Agent shall distribute such payment to the Issuing Bank or, to the extent that Applicable Lenders have made payments pursuant to this paragraph to reimburse the Issuing Bank, then to such Lenders and the Issuing Bank as their interests may appear. Any payment made by an Applicable a Lender pursuant to this paragraph to reimburse 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 the Company Borrower 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. (i) If the any Issuing Bank shall make any LC Disbursement in respect of a Letter of Credit, the Company Borrower shall reimburse such LC Disbursement by paying to the Administrative Senior Facility 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) Disbursement not later than 12:00 noon, Local TimeNew York City time, on the date that such LC Disbursement is made, if the Company 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 Company Borrower prior to such time on such date, then not later than 12:00 noon, Local TimeNew York City time, on the Business Day immediately following the day that the Company Borrower receives such noticenotice (each such date, an “Honor Date”); provided that the Company Borrower may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.03 or 2.05 Section 2.04 that such payment be financed with an Revolving Loan or a Swing Line Loan (and either such Loan shall be an ABR Revolving Borrowing or Swingline Loan Loan) in an equivalent Dollar Amount of such LC Disbursement amount and, to the extent so financed, the CompanyBorrower’s obligation to make such payment shall be discharged and replaced by the resulting ABR Revolving Borrowing Loan or Swingline Swing Line Loan. If the Company Borrower fails to make such payment when duedue in respect of an LC Disbursement occurring on or prior to the Maturity Date, the Administrative Senior Facility Agent shall notify each Applicable Lender of the applicable LC Disbursement, the payment then due from the Company 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 Applicable Lender shall pay to the Administrative Senior Facility Agent its Applicable Percentage of the payment then due from the CompanyBorrower, 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 Applicable Lenders), and the Administrative Senior Facility Agent shall promptly pay to the applicable Issuing Bank the amounts so received by it from the Applicable Lenders. Promptly following receipt by the Administrative Senior Facility Agent of any payment from the Company Borrower pursuant to this paragraph, the Administrative Senior Facility 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 the applicable Issuing Bank, then to such Lenders and the such Issuing Bank as their interests may appear. Any payment made by an Applicable Lender pursuant to this paragraph to reimburse 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 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 the Issuing Bank shall make any LC Disbursement in respect of a Letter of Credit, the Company Borrower shall reimburse such LC Disbursement in the same Currency as such LC Disbursement by paying to the 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) not later than 12:00 noon, Local Time, on the date that such LC Disbursement is made, if the Company shall have received notice of such LC Disbursement prior to 10:00 a.m., Local Time, on such date, or, if such notice has not been received by the Company prior to such time on such date, then not later than 12:00 noon, Local Time, on the Business Day immediately following the day that the Company Borrower receives notice of such noticeLC Disbursement; provided that that, if the Company mayBorrower fails to reimburse the Issuing Bank on such date, the Borrower shall be deemed to have requested a Base Rate Borrowing in the principal amount and Currency of the LC Disbursement, without regard to the minimum amounts and multiples set forth in Section 2.02, but subject to the conditions unutilized portion of the Commitments and the Optional Currency Sublimit. If the Borrower elects to borrowing set forth hereinfinance amounts due under any Letter of Credit in such a manner, request in accordance with Section 2.03 or 2.05 that such payment be financed with the Borrower's obligation to pay an ABR Revolving Borrowing or Swingline Loan in an equivalent Dollar Amount of such amount equal to the LC Disbursement and, to the extent so financed, the Company’s obligation to make such payment Issuing Bank shall be discharged and replaced by the resulting ABR Revolving Borrowing or Swingline Loan. If Base Rate Borrowing, and the Company fails to make such payment when dueIssuing Bank shall notify the Documentation Manager, the Administrative Agent who shall notify each Applicable Lender of the applicable LC Disbursement, the payment then due from the Company in respect thereof Disbursement and corresponding Base Rate Borrowing and such Lender’s 's Applicable Percentage thereof. Promptly following receipt of such notice, each Applicable Lender shall pay to the Administrative Agent Issuing Bank its Applicable Percentage of the payment then due from the Companysuch 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 Applicable Lenders), and the Administrative Agent shall promptly pay to the Issuing Bank the amounts so received by it from the Applicable Lenders. Promptly following receipt by the Administrative Agent of any payment from the Company Borrower pursuant to this paragraph, the Administrative Agent shall distribute paragraph such payment shall be distributed to the Issuing Bank or, to the extent that Applicable Lenders have made payments pursuant to this paragraph to fund any Base Rate Loan made to reimburse the Issuing Bank, then to such Lenders and the Issuing Bank as their interests may appear. Any payment made by an Applicable Lender pursuant to this paragraph to reimburse 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 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 the an Issuing Bank shall make any LC Disbursement in respect of a Letter of Credit, the Company applicable Borrower shall reimburse such LC Disbursement by paying to the 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) Disbursement in the currency 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 Company shall have received Lead Borrower receives written notice of such LC Disbursement prior to 10:00 a.m., Local Time, on such date, orDisbursement, if such notice has not been is received by the Company prior to such time Lead Borrower on such date, then not later than or before 12:00 noon, Local TimeNew York City time or two Business Days after the Lead Borrower receives written notice of such LC Disbursement, on if such written notice is received by the Business Day immediately following the day that the Company receives such noticeLead Borrower after 12:00 noon, New York City time; provided that the Company applicable Borrower may, subject to the conditions to borrowing set forth hereinin Section 4.02, request in accordance with Section 2.03 or 2.05 that such payment be financed with an ABR Revolving Borrowing a Loan (including a Swingline Loan) in Dollars (or Swingline Loan in Euros, as applicable, for Euro-denominated Letters of Credit) in an equivalent amount equal to the Dollar Amount Equivalent (unless in Euros and to be reimbursed as such) of such LC Disbursement payment and, to the extent so financed, the Companyapplicable Borrower’s obligation to make such payment shall be discharged and replaced by the resulting ABR Revolving Borrowing Loan or Swingline Loan. If the Company applicable Borrower fails to make such payment when due, the Administrative Agent shall notify each Applicable Lender of the applicable LC Disbursement, the payment then due from the Company Lead Borrower in respect thereof and such Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Applicable Lender shall pay to the Administrative Agent its Applicable Percentage of the payment then due from the Companyapplicable 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 Applicable LendersLenders pursuant to this clause (f)), and the Administrative Agent shall promptly pay remit to the applicable Issuing Bank the amounts so received by it from the Applicable 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 Administrative Agent of any payment from or on behalf of the Company applicable Borrower pursuant to this paragraph, the 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 clause (f) to reimburse the such Issuing Bank, then to such Lenders and the such Issuing Bank as their interests may appear. Any payment made by an Applicable a Lender pursuant to this paragraph to reimburse the any Issuing Bank for any LC Disbursement (other than the funding of an ABR Revolving Loans or a Swingline Loan as contemplated above) shall not constitute a Loan and shall not relieve the Company applicable Borrower 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 the Issuing Bank Issuer shall make any LC Letter of Credit Disbursement in respect of a Letter of CreditCredit issued by such Issuer, the Company Borrower shall reimburse such LC Letter of Credit Disbursement by paying to the Administrative Agent in Dollars for the Dollar Amount equal to such LC Disbursement, calculated as account of the date applicable Issuer at the Issuing Bank made such LC Disbursement (or if Alternate Base Rate plus the Issuing Bank shall so elect in its sole discretion by notice to the CompanyApplicable Margin, 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) Letter of Credit Disbursement 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 Company 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 Company Borrower prior to such time on such date, then not later than 12:00 noon2:00 p.m., Local TimeNew York time, on the next succeeding Business Day immediately following the day that the Company receives such noticeDay; provided that if such Letter of Credit Disbursement is not less than $1,000,000, the Company mayBorrower shall, subject to the conditions to borrowing Borrowing set forth herein, be deemed to have requested, and the Borrower does hereby request in accordance with Section 2.03 or 2.05 under such circumstances, that such payment be financed with an ABR Revolving Borrowing or Swingline Loan in an equivalent Dollar Amount of such LC Disbursement amount and, to the extent so financed, the CompanyBorrower’s obligation to make such payment shall be discharged and replaced by the resulting ABR Revolving Borrowing or Swingline Loan. If the Company Borrower fails to make such payment when due, the Administrative Agent shall notify each Applicable Lender of the applicable LC Letter of Credit Disbursement, the payment then due from the Company Borrower in respect thereof and such Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Applicable Lender shall pay to the Administrative Agent its Applicable Percentage of the payment then due from the CompanyBorrower, in the same manner as provided in Section 2.07 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 Applicable Lenders), and the Administrative Agent shall promptly pay to the 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 Applicable Lenders. Promptly following receipt by the Administrative Agent of any payment from the Company Borrower pursuant to this paragraphSection 2.08(e), the Administrative Agent shall distribute such payment to the Issuing Bank Issuer that issued such Letter of Credit or, to the extent that Applicable Lenders have made payments pursuant to this paragraph Section 2.08(e) to reimburse the Issuing Banksuch Issuer, then to such Lenders and the Issuing Bank such Issuer as their interests may appear. Any payment made by an Applicable a Lender pursuant to this paragraph Section 2.08(e) to reimburse the Issuing Bank Issuer for any LC Letter of Credit Disbursement (other than the funding of ABR Revolving Loans or a Swingline Loan as contemplated above) shall not constitute a Loan and shall not relieve the Company Borrower of its obligation to reimburse such LC Letter of Credit 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 Any Letter of Credit Disbursement 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 reimbursed by the Administrative AgentBorrower or funded as a Loan prior to 2:00 p.m., New York time, shall bear interest for such day at the Issuing Bank or ABR plus 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 DisbursementApplicable Margin.

Reimbursement. If the Issuing Bank shall make any LC Disbursement in respect of a Letter of Credit, the Company Borrowers shall reimburse such LC Disbursement by paying to the 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 DisbursementDisbursement (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 Company 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 Company Parent prior to such time on such date, then not later than 12:00 noon11:00 a.m., Local TimeNew York time, on the Business Day immediately following the day that the Company Parent receives such notice, if such notice is not received prior to such time on the day of receipt; provided that the Company Borrowers may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.03 or 2.05 2.01 that such payment be financed with an ABR a Base Rate Revolving Borrowing or Swingline Loan in an equivalent Dollar Amount of such LC Disbursement amount and, to the extent so financed, the Company’s Borrowers’ obligation to make such payment shall be discharged and replaced by the resulting ABR Base Rate Revolving Borrowing or Swingline Loan. If the Company fails Borrowers fail to make such payment when due, the Administrative Agent shall notify each Applicable Revolving Lender of the applicable LC Disbursement, the payment then due from the Company Borrowers in respect thereof and such Lender’s Applicable Percentage Pro Rata Share thereof. Promptly following receipt of such notice, each Applicable Revolving Lender shall pay to the Administrative Agent its Applicable Percentage Pro Rata Share of the payment then due from the CompanyBorrowers, in the same manner as provided in Section 2.07 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 Applicable Revolving Lenders), and the Administrative Agent shall promptly pay to the Issuing Bank the amounts so received by it from the Applicable Revolving Lenders. Promptly following receipt by the Administrative Agent of any payment from the Company Borrowers pursuant to this paragraph, the Administrative Agent shall distribute such payment to the Issuing Bank or, to the extent that Applicable Revolving Lenders have made payments pursuant to this paragraph to reimburse the Issuing Bank, then to such Lenders and the Issuing Bank as their interests may appear. Any payment made by an Applicable a Revolving Lender pursuant to this paragraph to reimburse 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 the Company Borrowers of its their 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 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 Company Borrower shall reimburse such LC Disbursement Letter of Credit honored by paying to the Administrative Agent in Dollars an amount equal to the Dollar Amount equal to Equivalent, calculated using the Exchange Rate when such payment is due, of such LC Disbursement, calculated as in Dollars, or at the option of the date the Issuing Bank made such LC Disbursement (or if the Issuing Bank shall so elect Borrower with respect to any Multicurrency Letter of Credit, in its sole discretion by notice an Alternative Currency 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) not later than 12:00 noon, Local Time, on the date that extent such LC Disbursement is mademade in such Alternative Currency, if the Company shall have received notice of such LC Disbursement prior to 10:00 a.m.in each case, Local Time, on such date, or, if such notice has not been received by the Company prior to such time on such date, then not later than 12:00 noon3:00 p.m., Local TimeNew York City time, on the Business Day immediately following succeeding the day that date on which the Company receives Issuing Bank notifies the Borrower in writing of such noticeLetter 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 that, if such LC Disbursement is not less than $500,000, the Company Borrower may, subject to the express conditions to borrowing set forth herein, request in accordance with Section 2.03 or 2.05 that such payment be financed with an ABR a Revolving Loan Borrowing or Swingline Loan of the same Class in an equivalent amount equal to the Dollar Amount Equivalent, calculated using the Exchange Rate on the date when such payment is due, of such LC Disbursement and, to the extent so financed, the CompanyBorrower’s obligation to make such payment shall be discharged and replaced by the resulting ABR Revolving Borrowing or Swingline LoanLoan Borrowing. If the Company Borrower fails to make such payment when due, then the Administrative Agent shall notify each Applicable Lender Participant of the applicable LC Disbursement, the payment then due from the Company Borrower in respect thereof and such LenderApplicable Participant’s Applicable Percentage thereof. Promptly following receipt of such notice, each Applicable Lender Participant shall pay to the Administrative Agent its Applicable Percentage of the payment then due from the CompanyBorrower (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 Applicable LendersParticipant), and the Administrative Agent shall promptly pay to the Issuing Bank the amounts so received by it from the Applicable LendersParticipant. Promptly following receipt by the Administrative Agent of any payment from the Company Borrower pursuant to this paragraph, the Administrative Agent shall distribute such payment to the Issuing Bank or, to the extent that Applicable Lenders Participants have made payments pursuant to this paragraph to reimburse the Issuing Bank, then to such Lenders Applicable Participants and the Issuing Bank as their interests may appear. Any payment made by an Applicable Lender Participant pursuant to this paragraph to reimburse 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 the Company Borrower 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 the Issuing Bank shall make any LC Disbursement in respect of a Letter of Credit, the Company Borrower shall reimburse such LC Disbursement by paying to the 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) Disbursement not later than 12:00 noon, Local Time, noon on the date that such LC Disbursement is made, if the Company 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 Company Borrower prior to such time on such date, then not later than 12:00 noonnoon on (i) the Business Day that the Borrower receives such notice, Local Timeif such notice is received prior to 10:00 a.m. on the day of receipt, on or (ii) the Business Day immediately following the day that the Company Borrower receives such notice, if such notice is not received prior to such time on such date; provided that the Company Borrower may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.03 or 2.05 2.02 that such payment be financed with an ABR Revolving Borrowing Loan or Swingline Loan in an equivalent Dollar Amount of such LC Disbursement amount and, to the extent so financed, the CompanyBorrower’s obligation obligations to make such payment shall be discharged and replaced by the resulting ABR Revolving Borrowing Loan or Swingline Loan. If the Company Borrower fails to make such payment when due, the Administrative Agent shall notify each Applicable Revolving Lender of the applicable LC Disbursement, the payment then due from the Company in respect thereof and such Revolving Lender’s Applicable Commitment Percentage thereof. Promptly following receipt of such notice, each Applicable Revolving Lender shall pay to the Administrative Agent its Applicable Commitment Percentage of the payment then due from the Companydue, 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 Applicable Revolving Lenders), and the Administrative Agent shall promptly pay to the Issuing Bank the amounts so received by it from the Applicable Revolving Lenders. Promptly following receipt by the Administrative Agent of any payment from the Company Borrower pursuant to this paragraph, the Administrative Agent shall distribute such payment to the Issuing Bank or, to the extent that Applicable Revolving Lenders have made payments pursuant to this paragraph to reimburse the Issuing Bank, then to such Revolving Lenders and the Issuing Bank as their interests may appear. Any payment made by an Applicable a Revolving Lender pursuant to this paragraph to reimburse 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 the Company Borrower of its obligation obligations 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 In the Issuing Bank shall make any LC Disbursement in respect of a Letter of Credit, event that Tenant determines that the Company shall reimburse such LC Disbursement repair to be performed by paying Tenant pursuant to subparagraph (i) above is Landlord’s responsibility to repair pursuant to the Administrative Agent in Dollars the Dollar Amount equal to such LC Disbursementterms of this Amendment, calculated as Tenant promptly shall notify Landlord of the date same in Tenant’s notice delivered pursuant to subparagraph (i) above and shall provide Landlord an estimate of the Issuing Bank made cost of such LC Disbursement (or if work to be performed. Except in the Issuing Bank case of an emergency, Landlord shall so elect in its sole discretion 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 CompanyPanel 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 repairs that are Landlord’s responsibility pursuant to this Section, Landlord shall reimburse Tenant for its reasonable and documented third party out-of-pocket costs and expenses in performing such other Agreed Currency repairs (or the costs and expenses, not to exceed Landlord’s electrician’s estimate, if Tenant elects to proceed pursuant to the preceding sentence) within thirty (30) days after receipt by Landlord of an invoice from Tenant which was paid 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 Issuing Bank 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 invoice, 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 LC Disbursement work prior to Tenant’s performance of such work (for example, in the event of an emergency), that the charges are excessive (in which case Landlord shall pay the amount equal to it contends would not have been excessive). In such LC Disbursement) not later than 12:00 noon, Local Time, on the date that such LC Disbursement is madeevent, if the Company shall have received notice of parties cannot in good faith resolve such LC Disbursement prior dispute within thirty (30) days following Landlord’s objection notice, the dispute may be submitted to 10:00 a.m., Local Time, on such date, or, if such notice has not been received by the Company prior to such time on such date, then not later than 12:00 noon, Local Time, on the Business Day immediately following the day that the Company receives such notice; provided that the Company may, subject to the conditions to borrowing set forth herein, request arbitration for resolution 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 the terms of such LC Disbursement and, to the extent so financed, the Company’s obligation to make such payment shall be discharged and replaced this Amendment by the resulting ABR Revolving Borrowing or Swingline Loan. If American Arbitration Association (the Company fails to make such payment when due“AAA”) in San Francisco, California, in accordance with the Administrative Agent shall notify each Applicable Lender Commercial Arbitration Rules of the applicable LC Disbursement, AAA in accordance with the payment then due from the Company in respect thereof and such Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Applicable Lender shall pay to the Administrative Agent its Applicable Percentage “Expedited Procedures” of the payment then due from the 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 Administrative Agent shall promptly pay to the Issuing Bank the amounts so received by it from the Applicable Lenders. Promptly following receipt by the Administrative Agent of any payment from the Company pursuant to this paragraph, the Administrative Agent shall distribute such payment to the Issuing Bank or, to the extent that Applicable Lenders have made payments pursuant to this paragraph to reimburse the Issuing Bank, then to such Lenders and the Issuing Bank as their interests may appear. Any payment made by an Applicable Lender pursuant to this paragraph to reimburse 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 the Company of its obligation to reimburse such LC Disbursement. If the CompanyAAA’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 DisbursementCommercial Arbitration Rules.

Reimbursement. (i) If the Issuing Bank LC Issuer shall make any LC Disbursement in respect of a Letter of Credit, the Company Borrower shall reimburse such LC Disbursement by paying to the 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 Issuer an amount equal to such LC Disbursement) Disbursement 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 Company 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 Company prior to Borrower before such time on such date, then not later than 12:00 noon1:00 p.m., Local TimeNew York, New York time, on the Business Day immediately following the day that the Company Borrower receives such notice; provided that the Company Borrower may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.03 or 2.05 2.3(b) that such payment be financed with an ABR Revolving Borrowing or Swingline Loan Loans based on the Alternate Base Rate in an equivalent Dollar Amount of such LC Disbursement amount and, to the extent so financed, the CompanyBorrower’s obligation to make such payment shall be discharged and replaced by the resulting ABR Revolving Borrowing or Swingline LoanLoans based on the Alternate Base Rate. If In the Company fails to make such payment when duecase of a Letter of Credit denominated in a Foreign Currency, the Administrative Agent Borrower shall notify each Applicable Lender of reimburse the applicable LC DisbursementIssuer in such Foreign Currency, unless (A) the payment then due from the Company LC Issuer (at its option) shall have specified in respect thereof and such Lender’s Applicable Percentage thereof. Promptly following receipt of such noticenotice that it will require reimbursement in Dollars, each Applicable Lender shall pay to the Administrative Agent its Applicable Percentage of the payment then due from the Company, or (B) 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 Administrative Agent shall promptly pay to the Issuing Bank the amounts so received by it from the Applicable Lenders. Promptly following receipt by the Administrative Agent absence of any payment from the Company pursuant to this paragraph, the Administrative Agent shall distribute such payment to the Issuing Bank or, to the extent that Applicable Lenders have made payments pursuant to this paragraph to reimburse the Issuing Bank, then to such Lenders and the Issuing Bank as their interests may appear. Any payment made by an Applicable Lender pursuant to this paragraph to reimburse the Issuing Bank requirement for any LC Disbursement (other than the funding of ABR Revolving Loans or a Swingline Loan as contemplated above) shall not constitute a Loan and shall not relieve the Company of its obligation to reimburse such LC Disbursement. 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 shallBorrower shall have notified the 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 reimbursement in Dollars of a drawing under a Letter of Credit denominated in a Foreign Currency, at its option, either (x) pay the LC Issuer shall notify the Borrower of the Dollar Amount of the amount of any such tax requested the drawing promptly following the determination thereof. In the event that (A) a drawing denominated in a Foreign Currency is to be reimbursed in Dollars pursuant to this Section 2.3(e) and (B) the Dollar amount paid by the Administrative AgentBorrower 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 Issuing Bank or Borrower agrees, as a separate and independent obligation, to indemnify the relevant Multicurrency Tranche Lender or (y) reimburse each LC Disbursement made in such Issuer for the loss resulting from its inability on that date to purchase the Foreign Currency in Dollars, in an the full amount equal to of the Equivalent Amount, calculated using the applicable exchange rates, on the date such LC Disbursement is made, of such LC Disbursementdrawing.

Reimbursement. If the an Issuing Bank shall make any LC Disbursement in respect of a Letter of Credit, the Company Borrower shall reimburse such LC Disbursement by paying to the Administrative Agent an amount (in Dollars the Dollar Amount applicable currency) 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) not later than 12:00 p.m. (noon), Local Time, on the date that such LC Disbursement is made, if the Company shall have received notice of such LC Disbursement prior to 10:00 a.m., Local Time, on such date, or, if such notice has not been received by the Company prior to such time on such date, then not later than 12:00 noon, Local TimeNew York City time, on the Business Day immediately following the day that the Company Borrower receives such notice; provided that provided, that, if such LC Disbursement is not less than the Company 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 2.05 2.04 that such payment be financed with an ABR Revolving Borrowing or Swingline Loan in an equivalent amount equal to the Dollar Amount of such LC Disbursement Equivalent thereof and, to the extent so financed, the CompanyBorrower’s obligation to make such payment shall be discharged and replaced by the resulting ABR Revolving Borrowing or Swingline Loan. If the Company Borrower fails to make such payment when due, the Administrative Agent shall notify each Applicable Lender of the applicable LC Disbursement, the payment then due from the Company Borrower in respect thereof and such Lender’s Applicable Percentage of the Dollar Equivalent thereof. Promptly following receipt of such notice, each Applicable Lender shall pay to the Administrative Agent its Applicable Percentage of the payment then due from the CompanyBorrower 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 Applicable Lenders), and the 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 Administrative Agent of any payment from the Company Borrower pursuant to this paragraph, the 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 the such Issuing Bank, then to such Lenders and the such Issuing Bank as their interests may appear. Any payment made by an Applicable a Lender pursuant to this paragraph to reimburse the any 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 the Company Borrower 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 the Issuing Bank shall make any LC Disbursement in respect of a Letter of Credit, the Company Borrower shall reimburse such LC Disbursement by paying to the 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) Disbursement not later than 12:00 noon, Local Time, noon on the date that such LC Disbursement is made, if the Company 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 Company Borrower prior to such time on such date, then not later than 12:00 noon, Local Time, noon on the Business Day immediately following the day that the Company Borrower receives such notice; provided that the Company Borrower may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.03 or 2.05 that such payment be financed with an ABR Revolving Borrowing or Swingline Loan in an equivalent Dollar Amount of such LC Disbursement amount and, to the extent so financed, the CompanyBorrower’s obligation to make such payment shall be discharged and replaced by the resulting ABR Revolving Borrowing or Swingline LoanBorrowing. If the Company Borrower fails to make such payment when due, the Administrative Agent shall notify each Applicable Lender of the applicable LC Disbursement, the payment then due from the Company Borrower in respect thereof and such Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Applicable Lender shall pay to the Administrative Agent its Applicable Percentage of the payment then due from the CompanyBorrower, in the same manner as provided in Section 2.07 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 Applicable Lenders), and the Administrative Agent shall promptly pay to the Issuing Bank the amounts so received by it from the Applicable Lenders. Promptly following receipt by the Administrative Agent of any payment from the Company Borrower pursuant to this paragraph, the Administrative Agent shall distribute such payment to the Issuing Bank or, to the extent that Applicable Lenders have made payments pursuant to this paragraph to reimburse the Issuing Bank, then to such Lenders and the Issuing Bank as their interests may appear. Any payment made by an Applicable a Lender pursuant to this paragraph to reimburse 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 the Company Borrower 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 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 Company Borrowers shall reimburse such LC L/C Disbursement by paying to the 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 DisbursementL/C Disbursement (i) not later than 12:00 noonprior to the close of business, Local TimeNew York, New York time, on the date Business Day that such LC L/C Disbursement is made, if the Company 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 Company 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 the Business Day immediately following the day that the Company receives Borrowers receive such notice; provided that that, if such L/C Disbursement is not less than $1,000,000, the Company Borrowers may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.03 or 2.05 2.04 that such payment be financed with an ABR Revolving Borrowing or Swingline Loan in an equivalent Dollar Amount of such LC Disbursement amount and, to the extent so financed, the Company’s Borrowers’ obligation to make such payment shall be discharged and replaced by the resulting ABR Revolving Borrowing or Swingline Loan. If the Company fails Borrowers fail to make such payment when due, the Administrative Agent shall notify each Applicable Revolving Lender of the applicable LC L/C Disbursement, the payment then due from the Company Borrowers in respect thereof and such Revolving Lender’s Revolving Applicable Percentage thereof. Promptly following receipt of such notice, each Applicable such Revolving Lender shall pay to the Administrative Agent its Revolving Applicable Percentage of the payment then due from the CompanyBorrowers, in the same manner as provided in Section 2.07 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 Applicable such Revolving Lenders), and the Administrative Agent shall promptly pay to the Issuing Bank the amounts so received by it from the Applicable such Revolving Lenders. Promptly following receipt by the Administrative Agent of any payment from the Company Borrowers pursuant to this paragraph, the Administrative Agent shall distribute such payment to the Issuing Bank or, to the extent that Applicable Revolving Lenders have made payments pursuant to this paragraph to reimburse the Issuing Bank, then to such Revolving Lenders and the Issuing Bank as their interests may appear. Any payment made by an Applicable a Revolving Lender pursuant to this paragraph to reimburse the Issuing Bank for any LC L/C Disbursement (other than the funding of ABR Revolving Loans or a Swingline Loan as contemplated above) shall not constitute a Loan and shall not relieve the Company Borrowers of its their obligation to reimburse such LC Disbursement. 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 L/C Disbursement.

Reimbursement. If the Issuing Bank Lender shall make any LC Disbursement in respect of a Letter of Credit, the Company Borrower shall reimburse the Issuing Lender in respect of such LC Disbursement by paying to the Administrative Agent in Dollars the Dollar Amount equal to such LC Disbursement, calculated as of the date 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) Disbursement not later than 12:00 noon, Local Time, 1:00 p.m. (New York time) on (i) the date Business Day that such LC Disbursement is made, if the Company shall have received Borrower receives notice of such LC Disbursement prior to 10:00 a.m., Local Time, on such date, orDisbursement, if such notice has not been is received by the Company prior to such time on such date, then not later than 12:00 noon, Local Time, on 11:00 a.m. (New York time) or (ii) the Business Day immediately following the day that the Company Borrower receives such notice, if such notice is not received prior to such time; provided that the Company maythat, subject anything contained in this Agreement to the conditions contrary notwithstanding, (A) unless the Borrower shall have notified Administrative Agent and such Issuing Lender prior to borrowing set forth herein, request 1:00 P.M. (New York City time) on the date on which the Borrower is obligated to reimburse such Issuing Lender 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 respect of such LC Disbursement and(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 extent so financedamount 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 Company’s obligation proceeds of which shall be applied directly by Administrative Agent to make 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 the amount of such payment shall be discharged and replaced by over the resulting ABR Revolving Borrowing or Swingline Loanaggregate amount of such Loans, if any, which are so received. If the Company Borrower fails to make such payment when due, the Administrative Agent shall notify each Applicable Lender of the applicable LC Disbursement, the payment then due from the Company Borrower in respect thereof and such Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Applicable The Issuing Lender shall pay to promptly notify the Administrative Agent its Applicable Percentage upon the making of the payment then due from the 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 Administrative Agent shall promptly pay to the Issuing Bank the amounts so received by it from the Applicable Lenders. Promptly following receipt by the Administrative Agent of any payment from the Company pursuant to this paragraph, the Administrative Agent shall distribute such payment to the Issuing Bank or, to the extent that Applicable Lenders have made payments pursuant to this paragraph to reimburse the Issuing Bank, then to such Lenders and the Issuing Bank as their interests may appear. Any payment made by an Applicable Lender pursuant to this paragraph to reimburse 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 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 the Issuing Bank shall make any LC Disbursement in respect of a Letter of Credit, the Company Borrower shall reimburse such LC Disbursement by paying to the 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 CompanyBorrower, 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) not later than 12:00 noon, Local Time, on the date that such LC Disbursement is made, if the Company 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 Company Borrower prior to such time on such date, then not later than 12:00 noon, Local Time, on the Business Day immediately following the day that the Company Borrower receives such notice, if such notice is not received prior to such time on the day of receipt; provided that that, if such LC Disbursement is not less than the Company 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 CompanyBorrower’s obligation to make such payment shall be discharged and replaced by the resulting ABR Revolving Borrowing or Swingline Loan. If the Company Borrower fails to make such payment when due, the Administrative Agent shall notify each Applicable Lender of the applicable LC Disbursement, the payment then due from the Company Borrower in respect thereof and such Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Applicable Lender shall pay to the Administrative Agent its Applicable Percentage of the payment then due from the CompanyBorrower, in the same manner as provided in Section 2.07 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 Administrative Agent shall promptly pay to the Issuing Bank the amounts so received by it from the Applicable Lenders. Promptly following receipt by the Administrative Agent of any payment from the Company Borrower pursuant to this paragraph, the Administrative Agent shall distribute such payment to the Issuing Bank or, to the extent that Applicable Lenders have made payments pursuant to this paragraph to reimburse the Issuing Bank, then to such Lenders and the Issuing Bank as their interests may appear. Any payment made by an Applicable Lender pursuant to this paragraph to reimburse 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 the Company Borrower of its obligation to reimburse such LC Disbursement. If the CompanyBorrower’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 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 the any Issuing Bank shall make any LC Disbursement in respect of a Letter of Credit, the Company Borrower shall reimburse such LC Disbursement by paying to the 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) not later than 12:00 noon, Local TimeDisbursement in dollars, on the date that such LC Disbursement is made, if the Company shall have received notice of such LC Disbursement prior to 10:00 a.m., Local Time, on such date, made (or, if such notice has date is not been received by the Company prior to such time on such date, then not later than 12:00 noon, Local Timea Business Day, on or before the next Business Day immediately following the day that the Company receives such noticeDay); provided that that, if such LC Disbursement is made under an Alternative Currency Letter of Credit, automatically and with no further action required, such Borrower’s obligation to reimburse the Company applicable LC Disbursement shall be permanently converted into an obligation to reimburse the Dollar Equivalent, calculated using the Exchange Rate at the time such payment is made, of such LC Disbursement, and provided, further, that, in the case of any such reimbursement obligation which is in an amount of not less than $500,000, 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 in dollars with an ABR Revolving Borrowing or Swingline Loan in an equivalent Dollar Amount of such LC Disbursement amount and, to the extent so financed, the CompanyBorrower’s obligation to make such payment shall be discharged and replaced by the resulting ABR Revolving Borrowing or Swingline LoanBorrowing. If the Company Borrower fails to make such when due any reimbursement payment when duerequired pursuant to this paragraph, the applicable Issuing Bank shall immediately notify the Administrative Agent Agent, which shall promptly notify each Applicable 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 Company Borrower in respect thereof and such Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Applicable Lender (other than such Issuing Bank) shall pay to the Administrative Agent in dollars its Applicable Percentage of the reimbursement payment then due from the CompanyBorrower, 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 Applicable Lenders), and the Administrative Agent shall promptly pay to the such Issuing Bank in dollars the amounts so received by it from the Applicable Lenders. Promptly following receipt by the Administrative Agent of any payment from the Company Borrower pursuant to this paragraph, the Administrative Agent shall distribute such payment to the applicable Issuing Bank or, to the extent that Applicable Lenders have made payments pursuant to this paragraph to reimburse the such Issuing Bank, then to such Lenders and the such Issuing Bank as their interests may appear. Any payment made by an Applicable a Lender pursuant to this paragraph to reimburse the 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 the Company Borrower 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 the any Issuing Bank shall make any LC Disbursement in respect of a Letter of CreditDisbursement, the Company Borrower shall reimburse such LC Disbursement by paying to the 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) Disbursement not later than 12:00 noon, Local Time, on the date that such LC Disbursement is made, if fifth (5th) Business Day after the Company 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 Time, on such date, or, if such notice has not been received by the Company prior to such time on such date, then not later than 12:00 noon, Local TimeNew York City time, on the Business Day immediately next following the day that date on which the Company receives Borrower shall have been notified of such notice; provided that LC Disbursement, the Company mayBorrower will be deemed to have requested, subject to and the conditions to borrowing set forth hereinBorrower does hereby request under such circumstances, request in accordance with Section 2.03 or 2.05 that such payment be financed with an ABR Revolving Borrowing or Swingline Loan on such Business Day in an equivalent Dollar Amount of such LC Disbursement amount and, to the extent so financedthe Borrower satisfies the condition precedent to such ABR Borrowing set forth in Section 6.03(b), the CompanyBorrower’s obligation to make such payment shall be discharged and replaced by with the resulting proceeds of the requested ABR Revolving Borrowing or Swingline LoanBorrowing. If the Company Borrower fails to make such payment when duedue and the Borrower is not entitled to make a Borrowing in the amount of such payment, the Administrative Agent shall notify each Applicable Lender of the applicable LC Disbursement, the payment then due from the Company Borrower in respect thereof and such Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Applicable Lender shall pay to the Administrative Agent its Applicable Percentage of the payment then due from the CompanyBorrower, in the same manner as provided in Section 2.07 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 Applicable Lenders), and the 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 Administrative Agent of any payment from the Company Borrower pursuant to this paragraphSection 2.08(e), the Administrative Agent shall distribute such payment to the applicable Issuing Bank or, to the extent that Applicable Lenders have made payments pursuant to this paragraph Section 2.08(e) to reimburse the such Issuing Bank, then to such Lenders and the such Issuing Bank as their interests may appear. Any payment made by an Applicable a Lender pursuant to this paragraph Section 2.08(e) to reimburse the any 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 the Company Borrower 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 the any Issuing Bank shall make any LC Disbursement in respect of a Letter of CreditCredit issued by such Issuing Bank, the Company relevant Borrower shall reimburse such LC Disbursement by paying to the Administrative Agent in Dollars the Dollar Amount equal to such LC Disbursement, calculated as of the date the such Issuing Bank made such LC Disbursement (or if the such Issuing Bank shall so elect in its sole discretion by notice to the Companysuch Borrower, in such other Agreed Currency which was paid by the such Issuing Bank pursuant to such LC Disbursement in an amount equal to such LC Disbursement) not later than 12:00 noon, Local Time, on the date that such LC Disbursement is made, if the Company 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 Company such Borrower prior to such time on such date, then not later than 12:00 noon, Local Time, on the Business Day immediately following the day that the Company such Borrower receives such notice, if such notice is not received prior to such time on the day of receipt; provided that that, if such LC Disbursement is not less than the Company 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 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 Companyrelevant Borrower’s obligation to make such payment shall be discharged and replaced by the resulting ABR Revolving Borrowing or Swingline LoanBorrowing. If the Company a Borrower fails to make such payment when due, the Administrative Agent shall notify each Applicable Lender of the applicable LC Disbursement, the payment then due from the Company applicable Borrower in respect thereof and such Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Applicable Lender shall pay to the Administrative Agent its Applicable Percentage of the payment then due from the Companyrelevant 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 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 Administrative Agent of any payment from the Company a Borrower pursuant to this paragraph, the 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 the such Issuing Bank, then to such Lenders and the such Issuing Bank as their interests may appear. Any payment made by an Applicable a Lender pursuant to this paragraph to reimburse the any 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 the Company a Borrower of its obligation to reimburse such LC Disbursement. If the Companya Borrower’s reimbursement of, or obligation to reimburse, any amounts in any Foreign Currency would subject the Administrative Agent, the 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 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 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 ratesExchange Rates, on the date such LC Disbursement is made, of such LC Disbursement.

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

Reimbursement. If the Issuing Bank Issuer shall make any LC Disbursement in respect of a Letter of Credit, the Company Relevant Borrower shall reimburse such LC Disbursement by paying to the Administrative Agent at its Office an amount in Dollars the Dollar Amount applicable Designated Currency 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) not later than 12:00 noonNoon, Local Time, on the date that such LC Disbursement is made, if the Company shall have received notice of such LC Disbursement prior to 10:00 a.m., Local Time, on such date, or, if such notice has not been received by the Company prior to such time on such date, then not later than 12:00 noon, Local TimeNew York time, on the Business Day immediately following the day that the Company Parent or Relevant Borrower receives notice of such noticeLC Disbursement; provided that if the Company amount to be reimbursed is denominated in Dollars, the Parent or Relevant 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 Base Rate Option Revolving Borrowing or Swingline Loan Credit Loans in an equivalent Dollar Amount of such LC Disbursement amount and, to the extent so financed, the CompanyRelevant Borrower’s obligation to make such payment shall be discharged and replaced by the resulting ABR Revolving Borrowing or Swingline LoanCredit Loans. If the Company Relevant Borrower fails to make such payment when due, the Administrative Agent shall notify each Applicable Lender of the applicable LC Disbursement, the payment then due from the Company 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 Applicable Lender shall pay to the Administrative Agent its Applicable Commitment Percentage of the payment then due from the Company, 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 Applicable Lenders)Lender, and the Administrative Agent shall promptly pay to the Issuing Bank Issuer the amounts so received by it from the Applicable 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 Administrative Agent of any payment from the Company Relevant Borrower pursuant to this paragraph, the Administrative Agent shall distribute such payment to the Issuing Bank Issuer or, to the extent that Applicable Lenders have made payments pursuant to this paragraph to reimburse the Issuing BankIssuer, then to such Lenders and the Issuing Bank Issuer as their interests may appear. Any payment made by an Applicable a Lender pursuant to this paragraph to reimburse the Issuing Bank Issuer for any LC Disbursement (other than the funding of ABR Revolving Credit Loans or a Swingline Loan as contemplated above) shall not constitute a Revolving Credit Loan and shall not relieve the Company Relevant Borrower 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 the Issuing Bank shall make any LC Disbursement in respect of a Letter of Credit, the Company Borrower shall reimburse such LC Disbursement by paying to the 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) Disbursement not later than 12:00 noon, Local TimeNew York City time, on the date that such LC Disbursement is made, if the Company 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 Company Borrower prior to such time on such date, then not later than 12:00 noon, Local TimeNew York City time, on the Business Day immediately following the day that the Company Borrower receives such notice; provided that the Company may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.03 or 2.05 that such payment be financed with 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 payment shall be discharged and replaced by the resulting ABR Revolving Borrowing or Swingline Loan. If the Company Borrower fails to make such payment under this paragraph when due, the Administrative Agent shall notify each Applicable Lender of the applicable LC Disbursement, the payment then due from the Company Borrower in respect thereof and such Lender’s Applicable Commitment Percentage thereof. Promptly following receipt of such notice, each Applicable Lender shall pay to the Administrative Agent its Applicable Commitment Percentage of the payment then due from the CompanyBorrower, 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 Applicable Lenders), and the Administrative Agent shall promptly pay to the Issuing Bank the amounts so received by it from the Applicable Lenders. Promptly following receipt by the Administrative Agent of any payment from the Company Borrower pursuant to this paragraph, the Administrative Agent shall distribute such payment to the Issuing Bank or, to the extent that Applicable Lenders have made payments pursuant to this paragraph to reimburse the Issuing Bank, then to such Lenders and the Issuing Bank as their interests may appear. Any payment made by an Applicable a Lender pursuant to this paragraph to reimburse 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 the Company Borrower 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 the Issuing Bank shall make any LC Disbursement in respect of a Letter of Credit, the Company Borrower shall reimburse such LC Disbursement by paying to the 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) Disbursement not later than 12:00 noon, Local TimeNew York City time, on the date that such LC Disbursement is made, if the Company 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 Company Borrower prior to such time on such date, then not later than 12:00 noon, Local TimeNew York City time, on the Business Day immediately following the day that the Company Borrower receives such notice; provided that that, if such LC Disbursement is not less than $250,000, the Company Borrower may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.03 or 2.05 2.04 that such payment be financed with an ABR Revolving Borrowing or Swingline Loan in an equivalent Dollar Amount of such LC Disbursement amount and, to the extent so financed, the CompanyBorrower’s obligation to make such payment shall be discharged and replaced by the resulting ABR Revolving Borrowing or Swingline Loan. If the Company Borrower fails to make such payment when due, or finance such payment in accordance with the proviso to the preceding sentence, the Administrative Agent shall notify each Applicable Lender of the applicable LC Disbursement, the payment then due from the Company Borrower in respect thereof and such Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Applicable Lender shall pay to the Administrative Agent its Applicable Percentage of the payment then due from the CompanyBorrower, in the same manner as provided in Section 2.07 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 Applicable Lenders), and the Administrative Agent shall promptly pay to the Issuing Bank the amounts so received by it from the Applicable Lenders. Promptly following receipt by the Administrative Agent of any payment from the Company Borrower pursuant to this paragraph, the Administrative Agent shall distribute such payment to the Issuing Bank or, to the extent that Applicable Lenders have made payments pursuant to this paragraph to reimburse the Issuing Bank, then to such Lenders and the Issuing Bank as their interests may appear. Any payment made by an Applicable a Lender pursuant to this paragraph to reimburse 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 the Company Borrower 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 the Issuing Bank shall make any LC Disbursement in respect of a Letter of Credit, the Company Borrowers shall reimburse such LC Disbursement by paying to the 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) Disbursement not later than 12:00 noon, Local Time, noon on the date that such LC Disbursement is made, if the Company 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 Company Borrowers prior to such time on such date, then not later than 12:00 noon, Local Time, noon on the Business Day immediately following the day that the Company receives Borrowers receive such notice; provided that the Company Borrowers may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.03 or 2.05 that such payment be financed with an ABR Revolving Borrowing or Swingline Loan in an equivalent Dollar Amount of such LC Disbursement amount and, to the extent so financed, the Company’s Borrowers’ obligation to make such payment shall be discharged and replaced by the resulting ABR Revolving Borrowing or Swingline LoanBorrowing. If the Company fails Borrowers fail to make such payment when due, the Administrative Agent shall notify each Applicable Lender of the applicable LC Disbursement, the payment then due from the Company Borrowers in respect thereof and such Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Applicable Lender shall pay to the Administrative Agent its Applicable Percentage of the payment then due from the CompanyBorrowers, in the same manner as provided in Section 2.07 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 Administrative Agent shall promptly pay to the Issuing Bank the amounts so received by it from the Applicable Lenders. Promptly following receipt by the Administrative Agent of any payment from the Company Borrowers pursuant to this paragraph, the Administrative Agent shall distribute such payment to the Issuing Bank or, to the extent that Applicable Lenders have made payments pursuant to this paragraph to reimburse the Issuing Bank, then to such Lenders and the Issuing Bank as their interests may appear. Any payment made by an Applicable a Lender pursuant to this paragraph to reimburse 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 the Company Borrowers of its their 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 the Issuing Bank shall make any LC Disbursement in respect of a Letter of Credit, the Company applicable Borrower shall reimburse such LC Disbursement in the same Currency as such LC Disbursement by paying to the 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) Disbursement not later than 12:00 noon, Local Time, on the date that such LC Disbursement is made, if the Company shall have received notice of such LC Disbursement prior to 10:00 a.m., Local Time, on such date, or, if such notice has not been received by the Company prior to such time on such date, then not later than 12:00 noon2:00 p.m., Local Time, on the Business Day immediately following the day that the Company such Borrower receives notice of such noticeLC Disbursement; provided that that, if such Borrower fails to reimburse the Company mayIssuing Bank on such date, the Borrower shall be deemed to have requested a Base Rate Borrowing in the principal amount and Currency of the LC Disbursement, without regard to the minimum amounts and multiples set forth in Section 2.02, but subject to the conditions unutilized portion of the Commitments. If the Borrower elects, or is deemed, to borrowing set forth hereinfinance amounts due under any Letter of Credit in such a manner, request in accordance with Section 2.03 or 2.05 that such payment be financed with the Borrower's obligation to pay an ABR Revolving Borrowing or Swingline Loan in an equivalent Dollar Amount of such amount equal to the LC Disbursement and, to the extent so financed, the Company’s obligation to make such payment Issuing Bank shall be discharged and replaced by the resulting ABR Revolving Borrowing or Swingline Loan. If Base Rate Borrowing, and the Company fails to make such payment when due, Issuing Bank shall notify the Administrative Agent Agent, who shall notify each Applicable Lender of the applicable LC Disbursement, the payment then due from the Company in respect thereof Disbursement and corresponding Base Rate Borrowing and such Lender’s 's Applicable Percentage thereof. Promptly following receipt of such notice, each Applicable Lender shall pay to the Administrative Agent Issuing Bank its Applicable Percentage of the payment then due from the Companysuch 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 Applicable Lenders), and the Administrative Agent shall promptly pay to the Issuing Bank the amounts so received by it from the Applicable Lenders. Promptly following receipt by the Administrative Agent of any payment from the Company a Borrower pursuant to this paragraph, the Administrative Agent shall distribute such payment shall be distributed to the Issuing Bank (and the participating Lenders as their interests may appear) or, to the extent that Applicable Lenders have made payments pursuant to this paragraph to fund any Base Rate Loan made to reimburse the Issuing Bank, then to such Lenders and the Issuing Bank (and the participating Lenders as their interests may appear. Any payment made by an Applicable Lender pursuant to this paragraph to reimburse the Issuing Bank for any LC Disbursement (other than the funding of ABR Revolving Loans or a Swingline Loan ) pro rata as contemplated above) shall not constitute a Loan and shall not relieve 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 Disbursementtheir interests may appear.

Reimbursement. If the any Issuing Bank shall make any LC Disbursement in respect of a Letter of CreditCredit issued by such Issuing Bank, the Company applicable Borrower shall reimburse such LC Disbursement by paying to the Administrative Agent in Dollars the Dollar Amount amount equal to such LC Disbursement, calculated as of the date the such 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) not later than 12:00 noon, Local TimeNew York City time, on the date that such LC Disbursement is made, if the Company applicable 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 Company applicable Borrower prior to such time on such date, then not later than 12:00 noon, Local TimeNew York City time, on the Business Day immediately following the day that the Company applicable Borrower receives such notice, if such notice is not received prior to such time on the day of receipt; provided that that, if such LC Disbursement is not less than $1,000,000, the Company applicable 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 amount of such LC Disbursement and, to the extent so financed, the Companysuch Borrower’s obligation to make such payment shall be discharged and replaced by the resulting ABR Revolving Borrowing or Swingline Loan. If the Company applicable Borrower fails to make such payment when due, the Administrative Agent shall notify each Applicable Revolving Lender of the applicable LC Disbursement, the payment then due from the Company such Borrower in respect thereof and such Revolving Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Applicable Revolving Lender shall pay to the Administrative Agent its Applicable Percentage of the payment then due from the Companyapplicable 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 Applicable Revolving Lenders), and the Administrative Agent shall promptly pay to the such Issuing Bank the amounts so received by it from the Applicable Revolving Lenders. Promptly following receipt by the Administrative Agent of any payment from the Company a Borrower pursuant to this paragraph, the Administrative Agent shall distribute such payment to the such Issuing Bank or, to the extent that Applicable Revolving Lenders have made payments pursuant to this paragraph to reimburse the such Issuing Bank, then to such Revolving Lenders and the such Issuing Bank as their interests may appear. Any payment made by an Applicable a Revolving Lender pursuant to this paragraph to reimburse the 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 the Company applicable Borrower 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 the Issuing Bank shall make any LC Disbursement in respect of a Letter of Credit, the Company Borrower shall reimburse such LC Disbursement by paying to the 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 CompanyBorrower, 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) not later than 12:00 noon, Local Time, on the date that such LC Disbursement is made, if the Company 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 Company Borrower prior to such time on such date, then not later than 12:00 noon, Local Time, on the Business Day immediately following the day that the Company Borrower receives such notice, if such notice is not received prior to such time on the day of receipt; provided that that, if such LC Disbursement is not less than the Company Dollar Amount of $500,000, 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 CompanyBorrower’s obligation to make such payment shall be discharged and replaced by the resulting ABR Revolving Borrowing or Swingline Loan. If the Company Borrower fails to make such payment when due, the Administrative Agent shall notify each Applicable Revolving Lender of the applicable LC Disbursement, the payment then due from the Company Borrower in respect thereof and such Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Applicable Revolving Lender shall pay to the Administrative Agent its Applicable Percentage of the payment then due from the CompanyBorrower, in the same manner as provided in Section 2.07 with respect to Loans made by such Lender (and Section 2.07 shall apply, mutatis mutandis, to the payment obligations of the Applicable Revolving Lenders), and the Administrative Agent shall promptly pay to the Issuing Bank the amounts so received by it from the Applicable Revolving Lenders. Promptly following receipt by the Administrative Agent of any payment from the Company Borrower pursuant to this paragraph, the Administrative Agent shall distribute such payment to the Issuing Bank or, to the extent that Applicable Revolving Lenders have made payments pursuant to this paragraph to reimburse the Issuing Bank, then to such Lenders and the Issuing Bank as their interests may appear. Any payment made by an Applicable a Revolving Lender pursuant to this paragraph to reimburse 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 the Company Borrower of its obligation to reimburse such LC Disbursement. If the CompanyBorrower’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 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 the an Issuing Bank shall make any LC Disbursement in respect of a Letter of Credit, the Company shall Borrowers shall, following notice of such LC Disbursement to the Borrower Representative, reimburse such LC Disbursement by paying to the Administrative Agent in Dollars the Dollar Amount equal to or 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) Disbursement 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 Company Borrower Representative 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 Company Borrower Representative prior to such time on such date, then not later than 12:00 noon2:00 p.m., Local TimeNew York City time, on (i) the Business Day that the Borrower Representative receives such notice, if such notice is received prior to 10:00 a.m., New York City time, on the day of receipt, or (ii) the Business Day immediately following the day that the Company Borrower Representative receives such notice, if such notice is not received prior to such time on the day of receipt; provided that the Company Borrowers may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.03 or 2.05 that such payment be financed with an ABR Revolving Borrowing or Swingline Loan in an equivalent Dollar Amount of such LC Disbursement amount and, to the extent so financed, the Company’s Borrowers’ obligation to make such payment shall be discharged and replaced by the resulting ABR Revolving Borrowing or Swingline LoanBorrowing. If the Company fails Borrowers fail to make such payment when due, the Administrative Agent shall notify each Applicable Lender of the applicable LC Disbursement, the payment then due from the Company Borrowers in respect thereof and such Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Applicable Lender shall pay to the Administrative Agent its Applicable Percentage of the payment then due from the CompanyBorrowers, in the same manner as provided in Section 2.07 with respect to Loans made by such Lender (and Section 2.07 shall apply, mutatis mutandis, to the payment obligations of the Applicable LendersLenders pursuant to this paragraph), and the Administrative Agent shall promptly pay to the such Issuing Bank the amounts so received by it from the Applicable Lenders. Promptly following receipt by the Administrative Agent of any payment from the Company Borrowers pursuant to this paragraph, the Administrative Agent shall distribute such payment to the applicable Issuing Bank or, to the extent that Applicable Lenders have made payments pursuant to this paragraph to reimburse the such Issuing Bank, then to such Lenders and the such Issuing Bank as their interests may appear. Any payment made by an Applicable a Lender pursuant to this paragraph to reimburse the 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 the Company Borrowers of its their 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 the Issuing Bank Letter of Credit Issuer shall make any LC -------------- Disbursement in respect of a Letter of Credit, the Company US Borrower shall reimburse such LC Disbursement by paying to the 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) Disbursement not later than 12:00 noon, Local Time, on the date that such LC Disbursement is made, if the Company shall have received notice of such LC Disbursement prior to 10:00 a.m., Local Time, on such date, or, if such notice has not been received by the Company prior to such time on such date, then not later than 12:00 noon, Local TimeNew York City time, on the Business Day immediately following the day that the Company US Borrower receives notice of such noticeLC Disbursement; provided that the Company US Borrower may, subject to the -------- conditions to borrowing set forth herein, request in accordance with Section 2.03 or 2.05 2.04 that such payment be financed with an ABR a Base Rate Revolving Borrowing or Swingline Loan in an equivalent Dollar Amount of such LC Disbursement amount and, to the extent so financed, the Company’s US Borrower's obligation to make such payment shall be discharged and replaced by the resulting ABR Base Rate Revolving Borrowing or Swingline Loan. If the Company US Borrower fails to make such payment when due, the Administrative Agent shall notify each Applicable Revolving Lender of the applicable LC Disbursement, the payment then due from the Company US Borrower in respect thereof and the amount of such Lender’s Applicable Percentage thereof's participation in such LC Disbursement, determined as set forth in paragraph (d) above. Promptly following receipt of such notice, each Applicable Revolving Lender shall pay to the Administrative Agent its Applicable Percentage of the payment then due from the Companyparticipation in such LC Disbursement, 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 Applicable Revolving Lenders), and the Administrative Agent shall promptly pay to the Issuing Bank Letter of Credit Issuer the amounts so received by it from the Applicable Revolving Lenders. Promptly following receipt by the Administrative Agent of any payment from the Company US Borrower pursuant to this paragraph, the Administrative Agent shall distribute such payment to the Issuing Bank Letter of Credit Issuer or, to the extent that Applicable Revolving Lenders have made payments pursuant to this paragraph to reimburse the Issuing BankLetter of Credit Issuer, then to such Lenders and the Issuing Bank Letter of Credit Issuer as their interests may appear. Any payment made by an Applicable a Revolving Lender pursuant to this paragraph to reimburse the Issuing Bank Letter of Credit Issuer for any LC Disbursement (other than the funding of ABR Base Rate Revolving Loans or a Swingline Loan as contemplated above) shall not constitute a Loan and shall not relieve the Company US Borrower 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 the Issuing Bank shall make any LC Disbursement in respect of a Letter of Credit, the Company Borrower shall reimburse such LC Disbursement by paying to the 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) Disbursement not later than 12:00 noon, Local TimeNew York City time, on the date that such LC Disbursement is made, if the Company 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 Company Borrower prior to such time on such date, then not later than 12:00 noon, Local TimeNew York City time, on the Business Day immediately following the day that the Company Borrower receives such notice; provided that if such LC Disbursement is equal to or greater than $1,000,000, the Company mayBorrower shall, subject to the conditions to borrowing Borrowing set forth herein, be deemed to have requested, and the Borrower does hereby request in accordance with Section 2.03 or 2.05 under such circumstances, that such payment LC Disbursement be financed with an ABR Revolving Borrowing or Swingline Loan in an equivalent Dollar Amount of such LC Disbursement amount and, to the extent so financed, the CompanyBorrower’s obligation to make such payment shall be discharged and replaced by the resulting ABR Revolving Borrowing or Swingline LoanBorrowing. If the Company Borrower fails to make such payment when due, the Administrative Agent shall notify each Applicable Lender of the applicable LC Disbursement, the payment then due from the Company Borrower in respect thereof and such Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Applicable Lender shall pay to the Administrative Agent its Applicable Percentage of the payment then due from the CompanyBorrower, in the same manner as provided in Section 2.07 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 Applicable Lenders), and the Administrative Agent shall promptly pay to the Issuing Bank the amounts so received by it from the Applicable Lenders. Promptly following receipt by the Administrative Agent of any payment from the Company Borrower pursuant to this paragraphSection 2.08(e), the Administrative Agent shall distribute such payment to the Issuing Bank or, to the extent that Applicable Lenders have made payments pursuant to this paragraph Section 2.08(e) to reimburse the Issuing Bank, then to such Lenders and the Issuing Bank as their interests may appear. Any payment made by an Applicable a Lender pursuant to this paragraph Section 2.08(e) to reimburse 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 the Company Borrower 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 the Issuing Bank shall make any LC Disbursement in respect of a Letter of Credit, the Company Borrower shall reimburse such LC Disbursement by paying to the 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) Disbursement not later than 12:00 noon2:00 p.m., Local TimeNew York City time, on the date that is one (1) Business Day after such LC Disbursement is made, if the Company 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 the payment date, or, if such notice has not been received by the Company Borrower prior to such time on such the payment date, then not later than 12:00 noon2:00 p.m., Local TimeNew York City time, on the second Business Day immediately following after the day that the Company Borrower receives such notice; provided that if such LC Disbursement is not less than $1,000,000, the Company mayBorrower shall, subject to the conditions to borrowing Borrowing set forth herein, be deemed to have requested, and the Borrower does hereby request in accordance with Section 2.03 or 2.05 under such circumstances, that such payment be financed with an ABR Revolving Borrowing or Swingline Loan in an equivalent Dollar Amount of such LC Disbursement amount and, to the extent so financed, the CompanyBorrower’s obligation to make such payment shall be discharged and replaced by the resulting ABR Revolving Borrowing or Swingline LoanBorrowing. If the Company Borrower fails to make such payment when due, the Administrative Agent shall notify each Applicable Lender of the applicable LC Disbursement, the payment then due from the Company Borrower in respect thereof and such Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Applicable Lender shall pay to the Administrative Agent its Applicable Percentage of the payment then due from the CompanyBorrower, in the same manner as provided in Section 2.07 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 Applicable Lenders), and the Administrative Agent shall promptly pay to the Issuing Bank the amounts so received by it from the Applicable Lenders. Promptly following receipt by the Administrative Agent of any payment from the Company Borrower pursuant to this paragraphSection 2.08(e), the Administrative Agent shall distribute such payment to the Issuing Bank or, to the extent that Applicable Lenders have made payments pursuant to this paragraph Section 2.08(e) to reimburse the Issuing Bank, then to such Lenders and the Issuing Bank as their interests may appear. Any payment made by an Applicable a Lender pursuant to this paragraph Section 2.08(e) to reimburse 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 the Company Borrower 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 the Issuing Bank Lender shall make any LC Disbursement in respect of a Letter of Credit, the Company Borrower shall reimburse the Issuing Lender in respect of such LC Disbursement by paying to the Administrative Agent in Dollars the Dollar Amount equal to such LC Disbursement, calculated as of the date 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) Disbursement not later than 12:00 noon, Local TimeBoston, Massachusetts time, on (i) the date Business Day that such LC Disbursement is made, if the Company shall have received Borrower receives notice of such LC Disbursement Disbursement, if such notice is received prior to 10:00 a.m., Local TimeBoston, on such dateMassachusetts time, or, if such notice has not been received by the Company prior to such time on such date, then not later than 12:00 noon, Local Time, on or (ii) the Business Day immediately following the day that the Company Borrower receives such notice; provided , if such notice is not received prior to such time, PROVIDED that the Company Borrower may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.03 or 2.05 2.3 that such payment be financed with an ABR a Revolving Credit Base Rate Borrowing or Swingline Loan in an equivalent Dollar Amount of such LC Disbursement amount and, to the extent so financed, the Company’s Borrower's obligation to make such payment shall be discharged and replaced by the resulting ABR Revolving Borrowing or Swingline LoanCredit Base Rate Borrowing. If the Company Borrower fails to make such payment when due, the Administrative Agent shall notify each Applicable Revolving Credit Lender of the applicable LC Disbursement, the payment then due from the Company Borrower in respect thereof and such Revolving Credit Lender’s 's Applicable Percentage thereof. Promptly following receipt of such notice, each Applicable Revolving Credit Lender shall pay to the Administrative Agent its Applicable Percentage of the payment then due from the CompanyBorrower, in the same manner as provided in Section 2.07 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 Applicable Revolving Credit Lenders, treating each such payment as a Loan for this purpose), and the Administrative Agent shall promptly pay to the Issuing Bank Lender the amounts so received by it from the Applicable Revolving Credit Lenders. Promptly following receipt by the Administrative Agent of any payment from the Company Borrower pursuant to this paragraph, the Administrative Agent shall distribute such payment to the Issuing Bank Lender or, to the extent that Applicable the Revolving Credit Lenders have made payments pursuant to this paragraph to reimburse the Issuing BankLender, then to such Lenders and the Issuing Bank Lender as their interests may appear. Any payment made by an Applicable a Revolving Credit Lender pursuant to this paragraph to reimburse the Issuing Bank Lender for any LC Disbursement (other than the funding of ABR Revolving Loans or a Swingline Loan as contemplated above) shall not constitute a Loan and shall not relieve the Company Borrower of its obligation to reimburse such LC Disbursement. 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 the an Issuing Bank shall make any LC Disbursement in respect of a Letter of Credit, the Company applicable Borrower shall reimburse such LC Disbursement by paying to the 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 of such LC Disbursement, 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 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 Company prior to such time on such date, then not later than 12:00 noon, Local Time, on the second Business Day immediately following the day that the Company Borrower receives notice of such noticeLC Disbursement; provided that that, in the Company case of an LC Disbursement in US Dollars 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 amount and, to the extent so financed, the CompanyBorrower’s obligation to make such payment shall be discharged and replaced by the resulting ABR Revolving Borrowing or Swingline LoanBorrowing. If the Company such Borrower fails to make such payment when due, the Administrative Agent shall notify each Applicable Tranche A Lender of the applicable LC Disbursement, the amount and currency of the payment then due from the Company such Borrower in respect thereof and such Lender’s Applicable Tranche A Percentage thereof. Promptly following receipt of such notice, each Applicable Tranche A Lender shall pay to the Administrative Agent its Applicable Tranche A Percentage of the payment then due from the CompanyBorrower, in the same manner as provided in Section 2.07 2.06 with respect to Loans made by such Tranche A Lender (and Section 2.07 2.06 shall apply, mutatis mutandis, to the payment obligations of the Applicable Tranche A Lenders), and the Administrative Agent shall promptly pay to the such Issuing Bank the amounts so received by it from the Applicable Tranche A Lenders. Promptly following receipt by the Administrative Agent of any payment from the Company Borrower pursuant to this paragraph, the Administrative Agent shall distribute such payment to the such Issuing Bank or, to the extent that Applicable Tranche A Lenders have made payments pursuant to this paragraph to reimburse the such Issuing Bank, then to such Tranche A Lenders and the such Issuing Bank Bank, as their interests may appear. Any payment made by an Applicable a Tranche A Lender pursuant to this paragraph to reimburse the 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 the Company applicable Borrower of its obligation to reimburse such LC Disbursement. If the Company’s reimbursement of; provided, or obligation that no Borrower shall be required to reimburse, any amounts in any Foreign Currency would subject the Administrative Agent, the Issuing Bank or any Multicurrency Tranche Lender make duplicate payments with respect 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 the any Issuing Bank shall make any LC Disbursement in respect of a Letter of CreditCredit issued by such Issuing Bank, the Company shall reimburse such LC Disbursement by paying to the Administrative Agent in Dollars the Dollar Amount equal to such LC Disbursement, calculated as of the date the such Issuing Bank made such LC Disbursement (or if the such Issuing Bank shall so elect in its sole discretion by notice to the Company, in such other Agreed Currency which was paid by the such Issuing Bank pursuant to such LC Disbursement in an amount equal to such LC Disbursement) not later than 12:00 noon, Local Time, on the date that such LC Disbursement is made, if the Company shall have received notice of such LC Disbursement prior to 10:00 a.m., Local Time, on such date, or, if such notice has not been received by the Company suchthe Borrower prior to such time on such date, then not later than 12:00 noon, Local Time, on the Business Day immediately following the day that the Company suchthe Borrower receives such notice; provided that the Company may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.03 or 2.05 that such payment be financed with an ABR Revolving Borrowing or Swingline Loan in an equivalent Dollar Amount of such LC Disbursement and, to the extent so financed, the Companysuchthe Borrower’s obligation to make such payment shall be discharged and replaced by the resulting ABR Revolving Borrowing or Swingline Loan. If the Company anythe Borrower fails to make such payment when due, the Administrative Agent shall notify each Applicable Revolving Lender of the applicable LC Disbursement, the payment then due from the Company suchthe Borrower in respect thereof and such Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Applicable Revolving Lender shall pay to the Administrative Agent its Applicable Percentage of the payment then due from the Company, in the same manner as provided in Section 2.07 with respect to Loans made by such Lender (and Section 2.07 shall apply, mutatis mutandis, to the payment obligations of the Applicable Revolving Lenders), and the Administrative Agent shall promptly pay to the such Issuing Bank the amounts so received by it from the Applicable Revolving Lenders. Promptly following receipt by the Administrative Agent of any payment from the Company anythe Borrower pursuant to this paragraph, the Administrative Agent shall distribute such payment to the such Issuing Bank or, to the extent that Applicable Revolving Lenders have made payments pursuant to this paragraph to reimburse the such Issuing Bank, then to such Lenders and the such Issuing Bank as their interests may appear. Any payment made by an Applicable a Revolving Lender pursuant to this paragraph to reimburse the 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 the Company anythe Borrower of its obligation to reimburse such LC Disbursement. If the Companyanythe Borrower’s reimbursement of, or obligation to reimburse, any amounts in any Foreign Currency would subject the Administrative Agent, the 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 suchthe Borrower shall, at its option, either (x) pay the amount of any such tax requested by the Administrative Agent, the such 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 ratesExchange Rates, on the date such LC Disbursement is made, of such LC Disbursement.

Reimbursement. If the Issuing Bank any LC Issuer shall make any LC Disbursement in respect of a Letter of Credit, the Company Borrower shall reimburse such LC Disbursement by paying to the 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) Disbursement not later than 12:00 noon, Local TimeChicago time, on (i) the date Business Day that such LC Disbursement is made, if the Company shall have received Borrower receives notice of such LC Disbursement Disbursement, if such notice is received prior to 10:00 a.m., Local TimeChicago time, on such datethe day of receipt, or, if such notice has not been received by the Company prior to such time on such date, then not later than 12:00 noon, Local Time, on or (ii) the Business Day immediately following the day that the Company Borrower receives such notice, if such notice is not received prior to such time on the day of receipt; provided that the Company Borrower may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.03 2.3 or 2.05 2.5 that such payment be financed with an ABR a Base Rate Revolving Borrowing or Swingline Loan in an equivalent Dollar Amount of such LC Disbursement amount and, to the extent so financed, the CompanyBorrower’s obligation to make such payment shall be discharged and replaced by the resulting ABR Base Rate Revolving Borrowing or Swingline Loan. If the Company Borrower fails to make such payment when due, the Administrative Agent shall notify each Applicable Revolving Lender of the applicable LC Disbursement, the payment then due from the Company Borrower in respect thereof and such Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Applicable Revolving Lender shall pay to the Administrative Agent its Applicable Percentage of the payment then due from the CompanyBorrower, in the same manner as provided in Section 2.07 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 Applicable Revolving Lenders), and the Administrative Agent shall promptly pay to the Issuing Bank applicable LC Issuer the amounts so received by it from the Applicable Revolving Lenders. Promptly following receipt by the Administrative Agent of any payment from the Company Borrower pursuant to this paragraph, the Administrative Agent shall distribute such payment to the Issuing Bank applicable LC Issuer or, to the extent that Applicable Revolving Lenders have made payments pursuant to this paragraph to reimburse the Issuing Banksuch LC Issuer, then to such Lenders and the Issuing Bank such LC Issuer as their interests may appear. Any payment made by an Applicable a Revolving Lender pursuant to this paragraph to reimburse the Issuing Bank any LC Issuer for any LC Disbursement (other than the funding of ABR Base Rate Revolving Loans or a Swingline Loan as contemplated above) shall not constitute a Loan and shall not relieve the Company Borrower of its obligation to reimburse such LC Disbursement. 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 the Issuing Bank Issuer shall make any LC Letter of Credit Disbursement in respect of a Letter of CreditCredit issued by such Issuer, the Company Borrower shall reimburse such LC Letter of Credit Disbursement by paying to the Administrative Agent in Dollars for the Dollar Amount equal to such LC Disbursement, calculated as account of the date applicable Issuer at the Issuing Bank made such LC Disbursement (or if Alternate Base Rate plus the Issuing Bank shall so elect in its sole discretion by notice to the CompanyApplicable Margin, 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) Letter of Credit Disbursement 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 Company 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 Company Borrower prior to such time on such date, then not later than 12:00 noon2:00 p.m., Local TimeNew York time, on the next succeeding Business Day immediately following the day that the Company receives such noticeDay; provided that if such Letter of Credit Disbursement is not less than $1,000,000, the Company mayBorrower shall, subject to the conditions to borrowing Borrowing set forth herein, be deemed to have requested, and the Borrower does hereby request in accordance with Section 2.03 or 2.05 under such circumstances, that such payment be financed with an ABR Revolving Borrowing or Swingline Loan in an equivalent Dollar Amount of such LC Disbursement amount and, to the extent so financed, the CompanyBorrower’s obligation to make such payment shall be discharged and replaced by the resulting ABR Revolving Borrowing or Swingline Loan. If the Company Borrower fails to make such payment when due, the Administrative Agent shall notify each Applicable Lender of the applicable LC Letter of Credit Disbursement, the payment then due from the Company Borrower in respect thereof and such Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Applicable Lender shall pay to the Administrative Agent its Applicable Percentage of the payment then due from the CompanyBorrower, in the same manner as provided in Section 2.07 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 Applicable Lenders), and the Administrative Agent shall promptly pay to the Issuing Bank Issuer that issued such Letter of Credit the amounts so received by it from the Applicable Lenders. Promptly following receipt by the Administrative Agent of any payment from the Company Borrower pursuant to this paragraphSection 2.08(e), the Administrative Agent shall distribute such payment to the Issuing Bank Issuer that issued such Letter of Credit or, to the extent that Applicable Lenders have made payments pursuant to this paragraph Section 2.08(e) to reimburse the Issuing Banksuch Issuer, then to such Lenders and the Issuing Bank such Issuer as their interests may appear. Any payment made by an Applicable a Lender pursuant to this paragraph Section 2.08(e) to reimburse the Issuing Bank Issuer for any LC Letter of Credit Disbursement (other than the funding of ABR Revolving Loans or a Swingline Loan as contemplated above) shall not constitute a Loan and shall not relieve the Company Borrower of its obligation to reimburse such LC Letter of Credit 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 Any Letter of Credit Disbursement 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 reimbursed by the Administrative AgentBorrower or funded as a Loan prior to 2:00 p.m., New York time, shall bear interest for such day at the Issuing Bank or ABR plus 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 DisbursementApplicable Margin.

Reimbursement. If the Issuing Bank Issuer shall make any LC Letter of Credit Disbursement in respect of a Letter of CreditCredit issued by such Issuer, the Company Borrower shall reimburse such LC Letter of ​ ​ ​ Credit Disbursement by paying to the Administrative Agent in Dollars for the Dollar Amount equal to such LC Disbursement, calculated as account of the date applicable Issuer at the Issuing Bank made such LC Disbursement (or if Alternate Base Rate plus the Issuing Bank shall so elect in its sole discretion by notice to the CompanyApplicable Margin, 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) Letter of Credit Disbursement 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 Company 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 Company Borrower prior to such time on such date, then not later than 12:00 noon2:00 p.m., Local TimeNew York time, on the next succeeding Business Day immediately following the day that the Company receives such noticeDay; provided that the Company mayBorrower shall, subject to the conditions to borrowing Borrowing set forth herein, be deemed to have requested, and the Borrower does hereby request in accordance with Section 2.03 or 2.05 under such circumstances, that such payment be financed with an ABR Revolving Borrowing or Swingline Loan in an equivalent Dollar Amount of such LC Disbursement amount and, to the extent so financed, the CompanyBorrower’s obligation to make such payment shall be discharged and replaced by the resulting ABR Revolving Borrowing or Swingline Loan. If the Company Borrower fails to make such payment when due, the Administrative Agent shall notify each Applicable Revolving Lender of the applicable LC Letter of Credit Disbursement, the payment then due from the Company Borrower in respect thereof and such Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Applicable Revolving Lender shall pay to the Administrative Agent its Applicable Percentage of the payment then due from the CompanyBorrower, in the same manner as provided in Section 2.07 2.05 with respect to Revolving Loans made by such Revolving Lender (and Section 2.07 2.05 shall apply, mutatis mutandis, to the payment obligations of the Applicable Revolving Lenders), and the Administrative Agent shall promptly pay to the Issuing Bank Issuer that issued such Letter of Credit the amounts so received by it from the Applicable Revolving Lenders. Promptly following receipt by the Administrative Agent of any payment from the Company Borrower pursuant to this paragraphSection 2.08(e), the Administrative Agent shall distribute such payment to the Issuing Bank Issuer that issued such Letter of Credit or, to the extent that Applicable Revolving Lenders have made payments pursuant to this paragraph Section 2.08(e) to reimburse the Issuing Banksuch Issuer, then to such Revolving Lenders and the Issuing Bank such Issuer as their interests may appear. Any payment made by an Applicable a Revolving Lender pursuant to this paragraph Section 2.08(e) to reimburse the Issuing Bank Issuer for any LC Letter of Credit Disbursement (other than the funding of ABR Revolving Loans or a Swingline Loan as contemplated above) shall not constitute a Revolving Loan and shall not relieve the Company Borrower of its obligation to reimburse such LC Letter of Credit 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 Any Letter of Credit Disbursement 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 reimbursed by the Administrative AgentBorrower or funded as a Revolving Loan prior to 2:00 p.m., New York time, shall bear interest for such day at the Issuing Bank or Alternate Base Rate plus 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.Applicable Margin. ​

Reimbursement. If the Issuing Bank shall make any LC Disbursement in respect of a Letter of Credit, the Company Borrower shall reimburse such LC Disbursement by paying to the 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) Disbursement not later than 12:00 noon, Local Time, on the date that such LC Disbursement is made, if the Company 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 Company Borrower prior to such time on such date, then not later than 12:00 noon, Local Timeon (i) the Business Day that the Borrower receives such notice, if such notice is received prior to 10:00 a.m., on the day of receipt, or (ii) the Business Day immediately following the day that the Company Borrower receives such notice, if such notice is not received prior to such time on the day of receipt; provided that the Company Borrower may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.03 or 2.05 2.04 that such payment be financed with an ABR Revolving Borrowing or Swingline Loan in an equivalent Dollar Amount of such LC Disbursement amount and, to the extent so financed, the CompanyBorrower’s obligation to make such payment shall be discharged and replaced by the resulting ABR Revolving Borrowing or Swingline LoanBorrowing. If the Company Borrower fails to make such payment when due, the Administrative Agent shall notify each Applicable Lender of the applicable LC Disbursement, the payment then due from the Company Borrower in respect thereof and such Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Applicable Lender shall pay to the Administrative Agent its Applicable Percentage of the payment then due from the CompanyBorrower, in the same manner as provided in Section 2.07 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 Applicable Lenders), and the Administrative Agent shall promptly pay to the Issuing Bank the amounts so received by it from the Applicable Lenders. Promptly following receipt by the Administrative Agent of any payment from the Company Borrower pursuant to this paragraph, the Administrative Agent shall distribute such payment to the Issuing Bank or, CARRIZO REVOLVING CREDIT AGREEMENT Index to the extent that Applicable Lenders have made payments pursuant to this paragraph to reimburse the Issuing Bank, then to such Lenders and the Issuing Bank as their interests may appear. Any payment made by an Applicable a Lender pursuant to this paragraph to reimburse 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 the Company Borrower 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 the Issuing Bank shall make any LC Disbursement in respect of a Letter of Credit, the Company LC Borrower shall reimburse such LC Disbursement by paying to the 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 U.S. Dollars or Euros, as applicable, based on the currency of such LC Disbursement) , not later than 12:00 noon, Local TimeNew York City time (or London time in the case of a LC Disbursement in Euros), on the date that such LC Disbursement is made, if the Company LC Borrower shall have received notice of such LC Disbursement prior to 10:00 a.m., Local TimeNew York City time (or London time in the case of a LC Disbursement in Euros), on such date, or, if such notice has not been received by the Company LC Borrower prior to such time on such date, then not later than 12:00 noon, Local TimeNew York City time (or London time in the case of a LC Disbursement in Euros), on the Business Day immediately following the day that the Company LC Borrower receives such notice, if such notice is not received prior to such time on the day of receipt; provided that the Company LC Borrower may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.03 or Section 2.05 that such payment be financed with an ABR Revolving Borrowing or a Swingline Loan (or if such LC Disbursement was made in an Offshore Currency, as a Eurodollar Loan with an Interest Period of one month) in an equivalent Dollar Amount of such LC Disbursement amount and, to the extent so financed, the CompanyLC Borrower’s obligation to make such payment shall be discharged and replaced by the resulting ABR Revolving Borrowing Borrowing, Swingline Loan or Swingline Eurodollar Loan, as applicable. If the Company LC Borrower fails to make such payment when due, the Administrative Agent shall notify each Applicable Revolving Lender of the applicable LC Disbursement, the payment then due from the Company LC Borrower in respect thereof and such Revolving Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Applicable Revolving Lender shall pay to the Administrative Agent its Applicable Percentage of the payment then due from the CompanyLC Borrower, in the same manner as provided in Section 2.07 with respect to Revolving Loans made by such Revolving Lender (and Section 2.07 shall apply, mutatis mutandis, to the payment obligations of the Applicable LendersLenders incurred pursuant to this Section 2.06(e)), and the Administrative Agent shall promptly pay to the Issuing Bank the amounts so received by it from the Applicable Revolving Lenders. Promptly following receipt by the Administrative Agent of any payment from the Company LC Borrower pursuant to this paragraph, the Administrative Agent shall distribute such payment to the Issuing Bank or, to the extent that Applicable Revolving Lenders have made payments pursuant to this paragraph to reimburse the Issuing Bank, then to such Revolving Lenders and the Issuing Bank as their interests may appear. Any payment made by an Applicable a Revolving Lender pursuant to this paragraph to reimburse the Issuing Bank for any LC Disbursement (other than the funding of ABR Revolving Loans, Eurodollar Loans or a Swingline Loan as contemplated above) shall not constitute a Loan and shall not relieve the Company LC Borrower 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 the Issuing Bank shall make any LC Disbursement in respect of a Letter of Credit, the Company Borrower shall reimburse such LC Disbursement by paying to the 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) Disbursement not later than 12:00 noon, Local TimeNew York City time, on the date Business Day that such LC Disbursement is made, if the Company shall have received Borrower receives notice of such LC Disbursement Disbursement, if such notice is received prior to 10:00 a.m., Local TimeNew York City time, on such date, or, if such notice has not been received by the Company prior to such time on such date, then not later than 12:00 noon, Local Time, on or the Business Day immediately following the day that the Company Borrower receives such notice, if such notice is not received prior to such time on the day of receipt; provided that the Company Borrower may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.03 or 2.05 that such payment be financed with an ABR Revolving Borrowing or Swingline Loan in an equivalent Dollar Amount of such LC Disbursement amount and, to the extent so financed, the Company’s Borrower's obligation to make such payment shall be discharged and replaced by the resulting ABR Revolving Borrowing or Swingline LoanBorrowing. If the Company Borrower fails to make such payment when due, the Administrative Agent shall notify each Applicable Revolving Lender of the applicable LC Disbursement, the payment then due from the Company Borrower in respect thereof and such Lender’s 's Applicable Percentage thereof. Promptly following receipt of such notice, each Applicable Revolving Lender shall pay to the Administrative Agent its Applicable Percentage of the payment then due from the CompanyBorrower, in the same manner as provided in Section 2.07 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 Applicable Revolving Lenders), and the Administrative Agent shall promptly pay to the Issuing Bank the amounts so received by it from the Applicable Revolving Lenders. Promptly following receipt by the Administrative Agent of any payment from the Company Borrower pursuant to this paragraph, the Administrative Agent shall distribute such payment to the Issuing Bank or, to the extent that Applicable Revolving Lenders have made payments pursuant to this paragraph to reimburse the Issuing Bank, then to such Lenders and the Issuing Bank as their interests may appear. Any payment made by an Applicable a Revolving Lender pursuant to this paragraph to reimburse 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 the Company Borrower 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 the Issuing Bank shall make any LC Disbursement in respect of a Letter of Credit, the Company shall reimburse such LC Disbursement by paying to the Administrative Agent in Dollars the Dollar Amount equal to such LC DisbursementIssuing Bank, calculated as of the date 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 (or under such Letter of Credit if the Issuing Bank shall so elect in its sole discretion by such notice to the Company, in such other Agreed Currency which was paid is received by the Issuing Bank pursuant to such LC Disbursement in an amount equal to such LC Disbursement) not later than 12:00 noon, Local Time, on the date that such LC Disbursement is made, if the Company shall have received notice of such LC Disbursement prior to applicable Borrower by 10:00 a.m., Local Time, and (y) on the next succeeding Business Day after which the Company receives written notice from the Issuing Bank that such date, or, LC Disbursement has been made under such Letter of Credit if such notice has not been is received by the Company prior to such time on such date, then not later than 12:00 noonapplicable Borrower after 10:00 a.m., Local Time, on the Business Day immediately following the day that the Company receives such notice; provided that that, the Company may, subject to the conditions to borrowing set forth hereinin Section 2.02 hereof, request in accordance with Section 2.03 or 2.05 that such payment be financed with an ABR Revolving (x) a Base Rate Borrowing or Swingline Loan (y) if such LC Disbursement is in an equivalent Agreed Currency or in respect of a Foreign Subsidiary Borrower, an Overnight LIBO Borrowing in the Dollar Amount of such the LC Disbursement and, to the extent so financed, the Company’s obligation to make such payment shall be discharged and replaced by the resulting ABR Revolving Borrowing or Swingline LoanDisbursement. If the Company fails to make such payment when due, the Administrative Agent Issuing Bank shall notify each Applicable Lender of the applicable LC Disbursement, the payment then due from the Company in respect thereof and such Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Applicable Lender shall pay to the Administrative Agent Issuing Bank its Applicable Percentage of the payment then due from the 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 Applicable Lenders), and the Administrative Agent shall promptly pay to the Issuing Bank the amounts so received by it from the Applicable Lenders. Promptly following receipt by the Administrative Agent Issuing Bank of any payment from the Company pursuant to this paragraph, the Administrative Agent shall distribute such payment to the Issuing Bank orshall, to the extent that Applicable Lenders have made payments pursuant to this paragraph to reimburse the Issuing Bank, then to such Lenders and the Issuing Bank as their interests may appear. Any payment made by an Applicable a Lender pursuant to this paragraph to reimburse the Issuing Bank for any LC Disbursement (other than the funding of ABR Revolving Base Rate Loans or a Swingline Loan Overnight LIBO Loans as contemplated above) shall not constitute a Loan and shall not relieve 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 the 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 Company or the relevant Borrower shall reimburse the applicable Issuing Lender in respect of such LC Disbursement by paying to the Administrative Agent in Dollars the Dollar Amount equal to such LC Disbursement, calculated as of the date 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) Disbursement not later than 12:00 noon, Local Time, on the date that such LC Disbursement is made, if the Company shall have received notice of such LC Disbursement prior to 10:00 a.m., Local Time, on such date, or, if such notice has not been received by the Company prior to such time on such date, then not later than 12:00 noon, Local TimeNew York City time, on the Business Day immediately following the day that the Company relevant Borrower receives notice of such noticeLC Disbursement; 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 Loan, as applicable, without regard to minimum and multiple amounts specified in an equivalent Dollar Amount of such LC Disbursement Section 2.02(c) and, to the extent so financed, the Companysuch 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 LoanLoan (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. The applicable Issuing Lender shall promptly notify the Administrative Agent of the amount and date of each such reimbursement. If the Company relevant Borrower fails to make such payment when due, the Administrative Agent shall notify each Applicable Lender of the applicable LC Disbursement, the payment then due from the Company 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 Applicable Lender shall pay to the Administrative Agent its Applicable Percentage of the payment then due from the Company, in the same manner as provided in Section 2.07 with respect to Loans made by such Lender (expenses and Section 2.07 shall apply, mutatis mutandis, to the payment obligations of the Applicable Lenders), and the Administrative Agent shall promptly pay to the Issuing Bank the amounts so received losses incurred by it from the Applicable Lenders. Promptly following receipt by the Administrative Agent as a result of any receiving payment from the Company pursuant to this paragraph, the Administrative Agent shall distribute such payment to the Issuing Bank or, to the extent that Applicable Lenders have made payments pursuant to this paragraph to reimburse the Issuing Bank, then to such Lenders and the Issuing Bank as their interests may appear. Any payment made by an Applicable Lender pursuant to this paragraph to reimburse the Issuing Bank or reimbursement for any LC Disbursement (thereunder from any Person in a currency other than the funding currency in which such Letter of ABR Revolving Loans or a Swingline Loan as contemplated above) shall not constitute a Loan and shall not relieve the Company of its obligation to reimburse Credit was originally denominated. Any 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 amount payable to any stamp duty, ad valorem charge or similar tax that would not Issuing Lender shall be payable if within 10 days after written demand by 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 DisbursementLender.

Reimbursement. If the an Applicable Issuing Bank Party or any Lender shall make any LC Disbursement in respect of a Letter of Credit, the Company Borrower shall reimburse such LC Disbursement by paying to the Administrative Paying 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) Disbursement not later than 12:00 noon4:00 p.m., Local Time, on the date that such LC Disbursement is made, if the Company shall have received notice of such LC Disbursement prior to 10:00 a.m., Local Time, on such date, or, if such notice has not been received by the Company prior to such time on such date, then not later than 12:00 noon, Local TimeNew York City time, on the Business Day immediately following the day that such Applicable Issuing Party and/or Lender gives notice to the Company receives Borrower of such noticeLC Disbursement; provided that the Company Borrower may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.03 or 2.05 2.07 that such payment be financed with an ABR Revolving a Borrowing or Swingline Loan in an equivalent Dollar Amount of such LC Disbursement amount and, to the extent so financed, the CompanyBorrower’s obligation to make such payment shall be due on the date of, and be discharged and replaced by by, the resulting ABR Revolving Borrowing or Swingline LoanBorrowing. If the Company Borrower fails to make such payment when due, the Administrative Paying Agent shall notify each Applicable Lender of the applicable LC Disbursement, the payment then due from the Company Borrower in respect thereof and such Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Applicable Lender shall pay to the Administrative Paying Agent its Applicable Percentage of the payment then due from the CompanyBorrower, 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 Applicable Lenders), and the Administrative Paying Agent shall promptly pay to the Applicable Issuing Bank Party the amounts so received by it from the Applicable Lenders. Promptly following receipt by the Administrative Paying Agent of any payment from the Company Borrower pursuant to this paragraph, the Administrative Paying Agent shall distribute such payment to the such Applicable Issuing Bank orParty and/or Lender, to the extent that Applicable Lenders have made payments pursuant to this paragraph to reimburse the Issuing Bank, then to such Lenders and the Issuing Bank as their interests may appear. Any payment made by an Applicable a Lender pursuant to this paragraph to reimburse the an Applicable Issuing Bank Party for any LC Disbursement (other than the funding of ABR Revolving Loans or a Swingline Loan as contemplated above) shall not constitute a Loan and shall not relieve the Company Borrower of its obligation to reimburse such LC Disbursement. 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 the 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 Company Borrower shall reimburse such LC Disbursement by paying to the Administrative Agent in Dollars the Dollar Amount equal to of such LC Disbursement, calculated as of the date the such Issuing Bank made such LC Disbursement (or if the such Issuing Bank shall so elect in its sole discretion by notice to the CompanyBorrower, in such other Agreed Currency which was paid by the such Issuing Bank pursuant to such LC Disbursement in an amount equal to such LC Disbursement) 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 Company 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 Company 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 the Business Day immediately following the day that the Company Borrower receives such notice; provided that that, if such LC Disbursement is not less than the Company 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 the Dollar Amount of such LC Disbursement and, and to the extent so financed, the CompanyBorrower’s obligation to make such payment shall be discharged and replaced by the resulting ABR Revolving Borrowing or Swingline LoanBorrowing. If the Company Borrower fails to make such payment when due, the Administrative Agent shall notify each Applicable Revolving Lender of the applicable LC Disbursement, the payment then due from the Company Borrower in respect thereof and the Dollar Amount of such Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Applicable Lender shall pay in Dollars to the Administrative Agent the Dollar Amount of its Applicable Percentage of the payment then due from the CompanyBorrower, 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 Applicable Revolving Lenders), and the Administrative Agent shall promptly pay to the applicable Issuing Bank the amounts so received by it from the Applicable Revolving Lenders. Promptly following receipt by the Administrative Agent of any payment from the Company Borrower pursuant to this paragraph, the Administrative Agent shall distribute such payment to the applicable Issuing Bank or, to the extent that Applicable Revolving Lenders have made payments pursuant to this paragraph to reimburse the such Issuing Bank, then to such Revolving Lenders and the applicable Issuing Bank as their interests may appear. Any payment made by an Applicable a Revolving Lender pursuant to this paragraph to reimburse the 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 the Company Borrower of its obligation to reimburse such LC Disbursement. If the CompanyBorrower’s reimbursement of, or obligation to reimburse, any amounts in any Foreign Currency would subject the Administrative Agent, the 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 Borrower shall, at its option, either (x) pay the amount of any such tax requested by the Administrative Agent, the such 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, Dollar Amount thereof calculated using the applicable exchange rates, on the date such LC Disbursement is made, of such LC Disbursement.

Reimbursement. If the an Issuing Bank shall make any LC Disbursement in respect of respectof a Letter of Credit, the Company applicable Borrower shall reimburse such LC Disbursement by paying to the 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) Disbursement 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 Company 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 by less than $20,000,000, the Company prior to such time on such date, then not later than 12:00 noon, Local Time, on the Business Day immediately following the day that the Company receives such notice; provided that the Company applicable 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 amount and, to the extent so financed, the Company’s applicable Borrower's obligation to make such payment shall be discharged and replaced by the resulting ABR Revolving Borrowing or Swingline LoanBorrowing. If the Company applicable Borrower fails to make such payment when due, the Administrative Agent shall notify each Applicable Lender of the applicable LC Disbursement, the payment then due from the Company applicable Borrower in respect thereof and such Lender’s 's Applicable Percentage thereof. Promptly following receipt of such notice, each Applicable Lender shall pay to the Administrative Agent its Applicable Percentage of the payment then due from the Companyapplicable 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 Applicable Lenders), and the Administrative Agent shall promptly pay to the such Issuing Bank the amounts so received by it from the Applicable Lenders. Promptly following receipt by the Administrative Agent of any payment from the Company applicable Borrower pursuant to this paragraph, the Administrative Agent shall distribute such payment to the such Issuing Bank or, to the extent that Applicable the Lenders have made payments pursuant to this paragraph to reimburse the such Issuing Bank, then to such Lenders and the such Issuing Bank as their interests may appear. Any payment made by an Applicable a Lender pursuant to this paragraph to reimburse the 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 the Company Borrower 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 the Issuing Bank shall make any LC Disbursement in respect of a Letter of Credit, the Company applicable Borrower shall reimburse such LC Disbursement in the same Currency as such LC Disbursement by paying to the 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) Disbursement not later than 12:00 noon, Local Time, on the date that such LC Disbursement is made, if the Company shall have received notice of such LC Disbursement prior to 10:00 a.m., Local Time, on such date, or, if such notice has not been received by the Company prior to such time on such date, then not later than 12:00 noon2:00 p.m., Local Time, on the Business Day immediately following the day that the Company such Borrower receives notice of such noticeLC Disbursement; provided that that, if such Borrower fails to reimburse the Company mayIssuing Bank on such date, the Borrower shall be deemed to have requested a Tranche One Base Rate Borrowing in the principal amount and Currency of the LC Disbursement, without regard to the minimum amounts and multiples set forth in Section 2.02, but subject to the conditions to borrowing set forth hereinunutilized portion of the Tranche One Commitments. If the Borrower elects, 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 andis deemed, to the extent so financedfinance amounts due under any Letter of Credit in such a manner, the CompanyBorrower’s obligation to make such payment pay an amount equal to the LC Disbursement to the Issuing Bank shall be discharged and replaced by the resulting ABR Revolving Borrowing or Swingline Loan. If Tranche One Base Rate Borrowing, and the Company fails to make such payment when due, Issuing Bank shall notify the Administrative Agent Agent, who shall notify each Applicable Tranche One Lender of the applicable LC Disbursement, the payment then due from the Company in respect thereof Disbursement and corresponding Tranche One Base Rate Borrowing and such Lender’s Tranche One Applicable Percentage thereof. Promptly following receipt of such notice, each Applicable Tranche One Lender shall pay to the Administrative Agent Issuing Bank its Tranche One Applicable Percentage of the payment then due from the Companysuch Tranche One 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 Applicable Tranche One Lenders), and the Administrative Agent shall promptly pay to the Issuing Bank the amounts so received by it from the Applicable Lenders. Promptly following receipt by the Administrative Agent of any payment from the Company a Borrower pursuant to this paragraph, the Administrative Agent shall distribute such payment shall be distributed to the Issuing Bank (and the participating Tranche One Lenders as their interests may appear) or, to the extent that Applicable Tranche One Lenders have made payments pursuant to this paragraph to fund any Tranche One Base Rate Loan made to reimburse the Issuing Bank, then to such Lenders and the Issuing Bank (and the participating Tranche One Lenders as their interests may appear. Any payment made by an Applicable Lender pursuant to this paragraph to reimburse the Issuing Bank for any LC Disbursement (other than the funding of ABR Revolving Loans or a Swingline Loan ) pro rata as contemplated above) shall not constitute a Loan and shall not relieve 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 Disbursementtheir interests may appear.

Reimbursement. If the Issuing Bank shall make any LC Disbursement in respect of a Letter of Credit, the Company shall reimburse such LC Disbursement by paying The Debtor agrees to the Administrative Agent in Dollars the Dollar Amount equal to such LC Disbursement, calculated as of the date the Issuing Bank made such LC Disbursement pay (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 Disbursementa) not later than 12:00 noon, Local Timeeach Purchase Money Notes Guarantor, on the date that Distribution Date following any payment by such LC Disbursement is made, if the 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 Company prior to such time on such date, then not later than 12:00 noon, Local Time, on the Business Day immediately following the day that the Company receives such notice; provided that the Company may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.03 or 2.05 that such payment be financed with 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 payment shall be discharged and replaced by the resulting ABR Revolving Borrowing or Swingline Loan. If the Company fails to make such payment when due, the Administrative Agent shall notify each Applicable Lender of the applicable LC Disbursement, the payment then due from the Company in respect thereof and such Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Applicable Lender shall pay to the Administrative Agent its Applicable Percentage of the payment then due from the Company, in the same manner as provided in Section 2.07 Purchase Money Notes Guarantor with respect to Loans made the Guaranteed Obligations under any Purchase Money Notes Guaranty, the amount of such payment (provided, however, that any such payment by such Lender (and Section 2.07 shall apply, mutatis mutandis, to Purchase Money Notes Guarantor occurring after the payment obligations of Determination Date immediately preceding such Distribution Date will be payable on the Applicable Lenders), and the Administrative Agent shall promptly pay to the Issuing Bank the amounts so received by it from the Applicable Lenders. Promptly second Distribution Date following receipt by the Administrative Agent of any payment from the Company such payment) pursuant to this paragraphSection 2.1, the Administrative Agent shall distribute such payment and (b) to the Issuing Bank orPMN Agent for distribution solely among the Purchase Money Notes Guarantors, to the extent that Applicable Lenders have made payments pursuant to this paragraph to reimburse the Issuing Bank, then to such Lenders and the Issuing Bank as their interests may appear. Any payment made by an Applicable Lender pursuant to this paragraph to reimburse 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 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 interest on an amount equal to the Equivalent Amountaggregate amount remaining unpaid by the Debtor to all Purchase Money Notes Guarantors pursuant to clause (a) of this Section 2.1 for each day unpaid, calculated using until the applicable exchange ratesday all amounts owing to all Purchase Money Notes Guarantors pursuant to clause (a) of this Section 2.1 are reimbursed in full (both before and after judgment), payable on each Distribution Date, at a rate per annum equal to the date Applicable Interest Rate. All payments by the Debtor pursuant to this Section 2.1 are to be made free and clear of set-off or counterclaim in lawful currency of the United States and in immediately available funds. For the avoidance of doubt, for all purposes of this Agreement, including this Section 2.1 and Section 5.2, (x) no payment by any Purchase Money Notes Guarantor with respect to the Guaranteed Obligations pursuant to any Purchase Money Notes‌ Guaranty will be deemed to constitute a payment by the Debtor in respect of the Purchase Money Notes (such LC Disbursement that, for example, any determination for purposes of any Purchase Money Note or this Agreement of the aggregate outstanding principal amount of the Purchase Money Notes (or any Class of Purchase Money Notes) is to disregard any such payment by any Purchase Money Notes Guarantor), (y) any payment to any Purchase Money Notes Guarantor (from the Debtor, from the proceeds of any Secured Parties Collateral or otherwise from any Asset Proceeds, but excluding, for the avoidance of doubt, any deemed payment pursuant to clause (z)) on account of amounts owed to such Purchase Money Notes Guarantor pursuant to this Section 2.1 above is to be applied (i) first, to any amount owed to such Purchase Money Notes Guarantor pursuant to clause (b) above, (ii) second, [intentionally omitted], and (iii) third, to any amount owed to such Purchase Money Notes Guarantor pursuant to clause (a) above, and to the extent (and solely to the extent) so applied as described in clause (y)(iii) will be deemed to constitute a payment by the Debtor in respect of the Class of Purchase Money Notes in respect of which the Purchase Money Notes Guarantor payment was made, and (z) any payment to any Purchase Money Notes Guarantor as the subrogee (as the result of any payment made by such LC DisbursementPurchase Money Notes Guarantor with respect to the Guaranteed Obligations under any Purchase Money Notes Guaranty) to the rights of any Holders of Guaranteed Purchase Money Notes (excluding, for the avoidance of doubt, any deemed payment pursuant to clause (y)) will, as between the Grantors and such Purchase Money Notes Guarantor, for the purpose of determining the amount owed by the Debtor pursuant to this Section 2.1, be deemed to be applied in the order set forth in clauses (y)(i) and (iii). For the avoidance of doubt, this Section 2.1 applies only if any Purchase Money Notes Guaranty is executed and delivered.

Reimbursement. If the Issuing Bank shall make any LC Disbursement in respect of a Letter of Credit, the Company Borrower shall reimburse such LC Disbursement by paying to the 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 CompanyBorrower, 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) not later than 12:00 noon, Local Time, on the date that such LC Disbursement is made, if the Company 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 Company Borrower prior to such time on such date, then not later than 12:00 noon, Local Time, on the Business Day immediately following the day that the Company Borrower receives such notice, if such notice is not received prior to such time on the day of receipt; provided that that, if such LC Disbursement is not less than the Company Dollar Amount of $500,000, 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 CompanyBorrower’s obligation to make such payment shall be discharged and replaced by the resulting ABR Revolving Borrowing or Swingline Loan. If the Company Borrower fails to make such payment when due, the Administrative Agent shall notify each Applicable Lender of the applicable LC Disbursement, the payment then due from the Company Borrower in respect thereof and such Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Applicable Lender shall pay to the Administrative Agent its Applicable Percentage of the payment then due from the CompanyBorrower, in the same manner as provided in Section 2.07 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 Administrative Agent shall promptly pay to the Issuing Bank the amounts so received by it from the Applicable Lenders. Promptly following receipt by the Administrative Agent of any payment from the Company Borrower pursuant to this paragraph, the Administrative Agent shall distribute such payment to the Issuing Bank or, to the extent that Applicable Lenders have made payments pursuant to this paragraph to reimburse the Issuing Bank, then to such Lenders and the Issuing Bank as their interests may appear. Any payment made by an Applicable a Lender pursuant to this paragraph to reimburse 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 the Company Borrower of its obligation to reimburse such LC Disbursement. If the CompanyBorrower’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 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.