Notice and Reports. The request for the issuance of a Letter of Credit shall be submitted to the Issuing [[Organization A:Organization]] at least three Business Days prior to the requested date of issuance. The Issuing [[Organization A:Organization]] will, upon issuance, at least quarterly and more frequently upon request, provide to the Administrative Agent for dissemination to the Lenders a detailed report specifying the Letters of Credit which are then issued and outstanding and any activity with respect thereto which may have occurred since the date of the prior report, and including therein, among other things, the account party, the beneficiary, the face amount, and the expiry date as well as any payments or expirations which may have occurred. The Issuing [[Organization A:Organization]] will further provide to the Administrative Agent, promptly upon request, copies of the Letters of Credit and the other LOC Documents.

Reporting. Each day (or at such other intervals as the Administrative ​ and the applicable Issuing Bank shall agree), the applicable Issuing Bank shall provide to the Administrative ​ a schedule of the Letters of Credit issued by it, in form and substance reasonably satisfactory to the Administrative ​, showing the date of issuance of each Letter of Credit, the account party, the original face amount (if any), the expiration date, and the reference number of any Letter of Credit outstanding at any time during such month, and showing the aggregate amount (if any) payable by the ​ to such Issuing Bank during such month.

Request for Issuance. (i) Each Letter of Credit shall be Issued upon notice, given not later than 11:00 A.M. (New York City time) on the third Business Day (in the case of Letters of Credit denominated in Dollars) and fifth Business Day (in the case of Letters of Credit denominated in Committed Currencies) prior to the date of the proposed Issuance of such Letter of Credit (or on such shorter notice as the applicable Issuing Bank may agree), by the [[Organization A:Organization]] to any Issuing Bank and to the Administrative Agent. Each such notice by the [[Organization A:Organization]] of an Issuance of a Letter of Credit (a “Notice of Issuance”) shall be by hand or by telecopier (or transmission by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank). specifying therein the requested # date of such Issuance (which shall be a Business Day), # Available Amount and currency of such Letter of Credit, # expiration date of such Letter of Credit, # name and address of the beneficiary of such Letter of Credit and # form of such Letter of Credit, such Letter of Credit shall be issued pursuant to such application and agreement for letter of credit as such Issuing Bank and the [[Organization A:Organization]] shall agree for use in connection with such requested Letter of Credit (a “Letter of Credit Agreement”). If the requested form of such Letter of Credit is acceptable to such Issuing Bank in its reasonable discretion (it being understood that any such form shall have only explicit documentary conditions to draw), such Issuing Bank shall, unless such Issuing Bank has received written notice from the Administrative Agent, at least one Business Day prior to the requested date of Issuance or amendment of the applicable Letter of Credit, that one or more applicable conditions contained in [Section 3.02] shall not then be satisfied, then, subject to the terms and conditions hereof, on the requested date, issue a Letter of Credit for the account of the [[Organization A:Organization]] or the applicable Subsidiary or enter into the applicable amendment, as the case may be, in each case in accordance with such Issuing Bank’s usual and customary business practices. Additionally, the [[Organization A:Organization]] shall furnish to the applicable Issuing Bank and the Administrative Agent such other documents and information pertaining to such requested Letter of Credit issuance or amendment, as such Issuing Bank or the Administrative Agent may reasonably require. In the event and to the extent that the provisions of any Letter of Credit Agreement shall conflict with this Agreement, the provisions of this Agreement shall govern. Notwithstanding anything to the contrary in this Agreement, the Issuing Banks may send a Letter of Credit or conduct any communication to or from the beneficiary via the Society for Worldwide Interbank Financial Telecommunication (“SWIFT”) message or overnight courier, or any other commercially reasonable means of communicating with a beneficiary.

To request the issuance of a Letter of Credit (or any amendment, renewal or extension of an outstanding Letter of Credit), the Borrower shall give the applicable Issuing Bank and the Administrative Agent irrevocable written notice at least three (3) Business Days prior to the requested date of such issuance specifying the date (which shall be a Business Day) such Letter of Credit is to be issued (or amended, renewed or extended, as the case may be), the expiration date of such Letter of Credit, the amount of such Letter of Credit, the name and address of the beneficiary thereof, whether such Letter of Credit shall be issued on the account of the Borrower or a Subsidiary, and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. In addition to the satisfaction of the conditions in Article III, the issuance of such Letter of Credit (or any amendment which increases the amount of such Letter of Credit) will be subject to the further conditions that such Letter of Credit shall be in such form and contain such terms as the applicable Issuing Bank shall approve and that the Borrower and/or the applicable Subsidiary shall have executed and delivered any additional applications, agreements and instruments relating to such Letter of Credit as the applicable Issuing Bank shall reasonably require; provided that in the event of any conflict between such applications, agreements or instruments and this Agreement, the terms of this Agreement shall control.

#​ (on behalf of itself or the Subsidiary Borrower) shall have delivered to the applicable Issuing Bank (with a copy to the Administrative Agent) at such times and in such manner as such Issuing Bank may reasonably prescribe (in any event, not less than three (3) Business Days prior to the proposed date of issuance unless a shorter time is agreed to by such Issuing Bank), a request for issuance of such Letter of Credit in substantially the form of [Exhibit C] hereto (a “Request For Letter of Credit”), and ​ and, if applicable, the Subsidiary Borrower shall have delivered duly executed applications for such Letter of Credit and such other documents, instructions and agreements as may be required pursuant to the terms thereof (all such applications, documents, instructions, and agreements being referred to herein as the “L/C Documents”), and the proposed Letter of Credit shall be reasonably satisfactory to the applicable Issuing Bank as to form and content; and

Each Letter of Credit shall be issued or amended, as the case may be, upon the request of the Borrowers delivered to the Issuing [[Organization A:Organization]] (with a copy to the Administrative Agent) in the form of Issuing [[Organization A:Organization]]’s customary application, appropriately completed and signed by a Responsible Officer of a Borrower. Such application may be sent by facsimile, by United States mail, by overnight courier, by electronic transmission using the system provided by the Issuing [[Organization A:Organization]], by personal delivery or by any other means acceptable to the Issuing [[Organization A:Organization]]. Such application must be received by the Issuing [[Organization A:Organization]] and the Administrative Agent not later than 11:00 a.m. at least two Business Days (or such later date and time as the Administrative Agent and the Issuing [[Organization A:Organization]] may agree in a particular instance in their sole discretion) prior to the proposed issuance date or date of amendment, as the case may be. In the case of a request for an initial issuance of a Letter of Credit, such request shall specify in form and detail satisfactory to the Issuing [[Organization A:Organization]]: # the proposed issuance date of the requested Letter of Credit (which shall be a Business Day); # the amount thereof; # the expiry date thereof; # the name and address of the beneficiary thereof; # the documents to be presented by such beneficiary in case of any drawing thereunder; # the full text of any certificate to be presented by such beneficiary in case of any drawing thereunder; # the purpose and nature of the requested Letter of Credit; and # such other matters as the Issuing [[Organization A:Organization]] may require. In the case of a request for an amendment of any outstanding Letter of Credit, such request shall specify in form and detail satisfactory to the Issuing [[Organization A:Organization]] # the Letter of Credit to be amended; # the proposed date of amendment thereof (which shall be a Business Day); # the nature of the proposed amendment; and # such other matters as the Issuing [[Organization A:Organization]] may require. Additionally, the Borrowers shall furnish to the Issuing [[Organization A:Organization]] and the Administrative Agent such other documents and information pertaining to such requested Letter of Credit issuance or amendment as the Issuing [[Organization A:Organization]] or the Administrative Agent may require. The Issuing [[Organization A:Organization]] shall not amend any Letter of Credit if the Issuing [[Organization A:Organization]] would not be permitted at such time to issue the Letter of Credit in its amended form under the terms hereof. The Borrowers and the Issuing Lenders shall use commercially reasonable efforts, to the extent practicable, to cause the Letters of Credit to be issued by the Issuing Lenders on a proportionate basis in accordance with their proportionate share of the LOC Commitments.

At least two (2) Business Days prior to the issuance of any Letter of Credit, the applicable Issuing Bank will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has received such notice, and, if not, the applicable Issuing Bank will provide the Administrative Agent with a copy thereof. Unless the applicable Issuing Bank has received notice from the Administrative Agent, on or before the Business Day immediately preceding the date the applicable Issuing Bank is to issue the requested Letter of Credit, directing the applicable Issuing Bank not to issue the Letter of Credit because such issuance is not then permitted hereunder because of the limitations set forth in subsection # of this Section or that one or more conditions specified in Article III are not then satisfied, then, subject to the terms and conditions hereof, the applicable Issuing Bank shall, on the requested date, issue such Letter of Credit in accordance with such Issuing Bank’s usual and customary business practices.

Letter of Credit Reports. Each Issuing Bank shall furnish # to the Administrative Agent and each [[Organization B:Organization]] (with a copy to the [[Organization A:Organization]]) on the first Business Day of each month a written report summarizing Issuance and expiration dates of Letters of Credit issued by such Issuing Bank during the preceding month and drawings during such month under all Letters of Credit issued by such Issuing Bank and # to the Administrative Agent and each [[Organization B:Organization]] (with a copy to the [[Organization A:Organization]]) on the first Business Day of each calendar quarter a written report setting forth the average daily aggregate Available Amount during the preceding calendar quarter of all Letters of Credit issued by such Issuing Bank.

Notice of Issuance. Whenever the Borrower desires the issuance of a Letter of Credit, the Borrower shall deliver to the Administrative Agent an Issuance Notice no later than 12:00 noon (New York City time) at least two Business Days, or such shorter period as may be agreed to by the Issuing Bank in any particular instance, in advance of the proposed date of issuance. Upon satisfaction or waiver of the conditions set forth in Section 4.02, the Issuing Bank shall issue the requested Letter of Credit only in accordance with the Issuing Bank’s standard operating procedures. Upon the issuance of any Letter of Credit or amendment or modification to a Letter of Credit, the Issuing Bank shall promptly notify each Revolving Lender of such issuance, which notice shall be accompanied by a copy of such Letter of Credit or amendment or modification to a Letter of Credit and the amount of such Revolving Lender’s respective participation in such Letter of Credit pursuant to [Section 2.17(e)].