Reimbursement by Borrowers. If any Issuer shall make any LC Disbursement in respect of a Letter of Credit, the applicable Borrower shall reimburse the applicable Issuer by paying to the Administrative Agent 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 such Borrower or 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 such Borrower or 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 such Borrower or the Company receives such notice. The obligation of the applicable Borrower to so reimburse the applicable Issuer shall be irrevocable and unconditional and such reimbursement shall be made without presentment, demand, protest or other formalities of any kind; provided that such Borrower shall not be precluded from asserting any claim for direct (but not consequential) damages suffered by such Borrower to the extent, but only to the extent, caused by the willful misconduct or gross negligence of such Issuer in determining whether a request presented under any Letter of Credit complied with the terms of such Letter of Credit or such Issuer’s failure to pay under any Letter of Credit after the presentation to it of a request strictly complying with the terms and conditions of such Letter of Credit. All such amounts paid by an Issuer and remaining unpaid by a Borrower shall bear interest, payable on demand, for each day until paid at a rate per annum equal to the sum of 2% plus the rate applicable to Floating Rate Advances. Each Issuer will pay to each Lender ratably in accordance with its Pro Rata Share all amounts received by it from a Borrower for application in payment, in whole or in part, of the Reimbursement Obligation in respect of any Letter of Credit issued by such Issuer, but only to the extent such Lender made payment to such Issuer in respect of such Letter of Credit pursuant to [Section 2.18(e)].

Reimbursement by Borrowers.Reimbursement. If any Issueran Issuing Bank shall make any LC Disbursement in respect of a Letter of Credit, the applicable Borrower shall reimburse the applicable Issuersuch LC Disbursement by paying to the Administrative Agent an amount in the currency of such LC Disbursement equal to such LC Disbursement not later than 12:00 noon, Local Time, on the date that such LC Disbursement is made, if such Borrower or 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 such Borrower or the Company prior to such time on such date, then not later than 12:00 noon, Local Time, on # the Business Day that such Borrower receives such notice, if such notice is received prior to 10:00 a.m., Local Time, on the day of receipt, or # the Business Day immediately following the day that such Borrower or the Company receives such notice. Thenotice, if such notice is not received prior to such time on the day of receipt; provided that if such LC Disbursement is denominated in US Dollars and is not less than US$1,000,000, the applicable Borrower may, subject to the conditions to borrowing set forth herein, request in accordance with [Section 2.03 or 2.04]4] that such payment be financed with an ABR Borrowing or a Swingline Loan in an equivalent amount and, to the extent so financed, such Borrower’s obligation to make such payment shall be discharged and replaced by the resulting ABR Borrowing or Swingline Loan. If the applicable Borrower fails to make any such reimbursement payment when due, # if such payment relates to a Letter of Credit denominated in a currency other than US Dollars, Euros, Canadian Dollars or another Alternative Currency, automatically and with no further action required, the obligation of such Borrower to reimburse the applicable LC Disbursement shall be permanently converted into an obligation to reimburse the US Dollar Equivalent, calculated using the LC Exchange Rate on the applicable LC Participation Calculation Date, of such LC Disbursement and # in the case of each LC Disbursement, the Administrative Agent shall notify each Global Tranche Lender of the applicable LC Disbursement, the amount and currency of the payment then due from such Borrower in respect thereof and such Lender’s Global Tranche Percentage thereof. Promptly following receipt of such notice, each Global Tranche Lender shall pay to so reimbursethe Administrative Agent on the date such notice is received, in the applicable Issuer shall be irrevocable and unconditional andcurrency, its Global Tranche Percentage of the applicable LC Disbursement payment then due from such reimbursement shall beBorrower, in the same manner as provided in Section 2.06 with respect to Loans made without presentment, demand, protest or other formalities of any kind; provided that such Borrower shall not be precluded from asserting any claim for direct (but not consequential) damages suffered by such BorrowerLender (and Section 2.06 shall apply, mutatis mutandis, to the extent, but onlypayment obligations of the Lenders pursuant to this paragraph), and the Administrative Agent shall promptly pay to the extent, caused byapplicable Issuing Bank the willful misconduct or gross negligence of such Issuer in determining whether a request presented under any Letter of Credit complied with the terms of such Letter of Credit or such Issuer’s failure to pay under any Letter of Credit after the presentation to it of a request strictly complying with the terms and conditions of such Letter of Credit. All such amounts paid by an Issuer and remaining unpaid by a Borrower shall bear interest, payable on demand, for each day until paid at a rate per annum equal to the sum of 2% plus the rate applicable to Floating Rate Advances. Each Issuer will pay to each Lender ratably in accordance with its Pro Rata Share all amountsso received by it from the Lenders. Promptly following receipt by the Administrative Agent of any payment from a Borrower for application in payment, in whole or in part, ofpursuant to this paragraph, the Reimbursement Obligation in respect of any Letter of Credit issued byAdministrative Agent shall distribute such Issuer, but onlypayment to the applicable Issuing Bank or, to the extent that Lenders have made payments pursuant to this paragraph to reimburse such Lender made paymentIssuing Bank, then to such Issuer in respect ofLenders and such Letter of CreditIssuing Bank as their interests may appear. Any payment made by a Lender pursuant to [Section 2.18(e)].this paragraph to reimburse 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 applicable Borrower of its obligation to reimburse such LC Disbursement.

Reimbursement. If any Issueran Issuing Bank shall make any LC Disbursement in respect of a Letter of Credit, the applicable Borrower shall reimburse the applicable Issuersuch LC Disbursement by paying to the Administrative Agent an amount in the currency of such LC Disbursement equal to such LC Disbursement not later than ​,12:00 noon, Local Time, on the date that such LC Disbursement is made, if such Borrower or 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 such Borrower or the Company prior to such time on such date, then not later than ​12:00 noon, Local Time, on # the Business Day that such Borrower receives such notice, if such notice is received prior to 10:00 a.m., Local Time, on the day of receipt, or # the Business Day immediately following the day that such Borrower or the Company receives such notice. Thenotice, if such notice is not received prior to such time on the day of receipt; provided that if such LC Disbursement is denominated in US Dollars and is not less than $1,000,000, the applicable Borrower may, subject to the conditions to borrowing set forth herein, request in accordance with [Section 2.03 or 2.04]4] that such payment be financed with an ABR Borrowing or a Swingline Loan in an equivalent amount and, to the extent so financed, such Borrower’s obligation to make such payment shall be discharged and replaced by the resulting ABR Borrowing or Swingline Loan. If the applicable Borrower fails to make any such reimbursement payment when due, # if such payment relates to a Letter of Credit denominated in a currency other than US Dollars, Euros, Canadian Dollars or another Alternative Currency, automatically and with no further action required, the obligation of such Borrower to reimburse the applicable LC Disbursement shall be permanently converted into an obligation to reimburse the US Dollar Equivalent, calculated using the LC Exchange Rate on the applicable LC Participation Calculation Date, of such LC Disbursement and # in the case of each LC Disbursement, the Administrative Agent shall notify each Global Tranche Lender of the applicable LC Disbursement, the amount and currency of the payment then due from such Borrower in respect thereof and such Lender’s Global Tranche Percentage thereof. Promptly following receipt of such notice, each Global Tranche Lender shall pay to so reimbursethe Administrative Agent on the date such notice is received, in the applicable Issuer shall be irrevocable and unconditional andcurrency, its Global Tranche Percentage of the applicable LC Disbursement payment then due from such reimbursement shall beBorrower, in the same manner as provided in Section 2.06 with respect to Loans made without presentment, demand, protest or other formalities of any kind; provided that such Borrower shall not be precluded from asserting any claim for direct (but not consequential) damages suffered by such BorrowerLender (and Section 2.06 shall apply, mutatis mutandis, to the extent, but onlypayment obligations of the Lenders pursuant to this paragraph), and the Administrative Agent shall promptly pay to the extent, caused byapplicable Issuing Bank the willful misconduct or gross negligence of such Issuer in determining whether a request presented under any Letter of Credit complied with the terms of such Letter of Credit or such Issuer’s failure to pay under any Letter of Credit after the presentation to it of a request strictly complying with the terms and conditions of such Letter of Credit. All such amounts paid by an Issuer and remaining unpaid by a Borrower shall bear interest, payable on demand, for each day until paid at a rate per annum equal to the sum of 2% plus the rate applicable to Floating Rate Advances. Each Issuer will pay to each Lender ratably in accordance with its Pro Rata Share all amountsso received by it from the Lenders. Promptly following receipt by the Administrative Agent of any payment from a Borrower for application in payment, in whole or in part, ofpursuant to this paragraph, the Reimbursement Obligation in respect of any Letter of Credit issued byAdministrative Agent shall distribute such Issuer, but onlypayment to the applicable Issuing Bank or, to the extent that Lenders have made payments pursuant to this paragraph to reimburse such Lender made paymentIssuing Bank, then to such Issuer in respect ofLenders and such Letter of CreditIssuing Bank as their interests may appear. Any payment made by a Lender pursuant to [Section 2.18(e)].this paragraph to reimburse 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 applicable Borrower of its obligation to reimburse such LC Disbursement.

Reimbursement by Borrowers.Reimbursement. If any Issueran Issuing Bank shall make any LC Disbursement in respect of a Letter of Credit, the applicable BorrowerCompany shall reimburse the applicable Issuersuch LC Disbursement by paying to the Administrative Agent 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 such Borrower or 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 such Borrower or 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 such Borrower or the Company receives such notice. Thenotice, if such notice is not received prior to such time on the day of receipt; provided that the Company may, subject to the conditions to borrowing set forth herein, request in accordance with [[Section 2.03 or 2.04]4]]4] that such payment be financed with an ABR Revolving Borrowing or Swingline Loan in an equivalent amount and, to the extent so financed, the Company’s obligation to make such payment shall be discharged and replaced by the resulting ABR Revolving Borrowing or Swingline Loan. If the Company fails to make such payment when due, such amount, if denominated in Foreign Currency (other than an amount in Canadian Dollars constituting an ABR Borrowing) shall be converted to Dollars and shall bear interest at the Alternate Base Rate and the Administrative Agent shall notify each Lender of the applicable BorrowerLC 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 Lender shall pay to so reimbursethe Administrative Agent its Applicable Percentage of the payment then due from the Company, in the same manner as provided in [Section 2.06] with respect to Loans made by such Lender (and [Section 2.06] shall apply, mutatis mutandis, to the payment obligations of the ​), and the Administrative Agent shall promptly pay to the applicable Issuer shall be irrevocable and unconditional and such reimbursement shall be made without presentment, demand, protest or other formalities of any kind; provided that such Borrower shall not be precluded from asserting any claim for direct (but not consequential) damages suffered by such Borrower toIssuing Bank the extent, but only to the extent, caused by the willful misconduct or gross negligence of such Issuer in determining whether a request presented under any Letter of Credit complied with the terms of such Letter of Credit or such Issuer’s failure to pay under any Letter of Credit after the presentation to it of a request strictly complying with the terms and conditions of such Letter of Credit. All such amounts paid by an Issuer and remaining unpaid by a Borrower shall bear interest, payable on demand, for each day until paid at a rate per annum equal to the sum of 2% plus the rate applicable to Floating Rate Advances. Each Issuer will pay to each Lender ratably in accordance with its Pro Rata Share all amountsso received by it from a Borrower for application in payment, in whole or in part, of the Reimbursement Obligation in respect​. Promptly following receipt by the Administrative Agent of any Letter of Credit issued bypayment from the Company pursuant to this paragraph, the Administrative Agent shall distribute such Issuer, but onlypayment to the applicable Issuing Bank or, to the extent such Lenderthat ​ have made paymentpayments pursuant to this paragraph to reimburse the applicable Issuing Bank, then to such Issuer in respect of such Letter of Credit​ and the applicable Issuing Bank as their interests may appear. Any payment made by a Lender pursuant to [Section 2.18(e)].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.

Reimbursement. If any Issueran Issuing Bank shall make any LC Disbursement in respect of a Letter of Credit, the applicable Borrower shall reimburse the applicable IssuerIssuing Bank in respect of such LC Disbursement by paying to the Administrative Agent an amount equal to such LC Disbursement not later than ​3:00 p.m., Local Time,New York City time, on # the dateBusiness Day that such LC Disbursement is made, if suchthe Borrower or the Company shall have receivedreceives notice of such LC Disbursement prior to ​, Local Time, on such date, or,Disbursement, if such notice has not beenis received by such Borrower or the Company prior to such time on such date, then not later than ​10:00 a.m., Local Time, onNew York City time, or # the Business Day immediately following the day that suchthe Borrower or the Company receives such notice. The obligationnotice, if such notice is not received prior to such time. If the Borrower fails to make such payment when due, the Administrative Agent shall notify each Revolving Lender of the applicable LC Disbursement, the payment then due from the Borrower to so reimburse the applicable Issuerin respect thereof and such Revolving Lender’s Applicable Percentage thereof. The Borrower’s obligations under this clause (f) shall be irrevocable and unconditional and such reimbursement shall be made without presentment, demand, protest or other formalities of any kind; provided that such Borrower shall not be precluded from asserting any claim for direct (but not consequential) damages suffered by such Borrower to the extent, but only to the extent, caused by the willful misconduct or gross negligence of such Issuer in determining whether a request presented under any Letter of Credit complied with the terms of such Letter of Credit or such Issuer’s failure to pay under any Letter of Credit after the presentation to it of a request strictly complying with the terms and conditions of such Letter of Credit. All such amounts paid by an Issuer and remaining unpaid by a Borrower shall bear interest, payable on demand, for each day until paid at a rate per annum equal to the sum of 2% plus the rate applicable to Floating Rate Advances. Each Issuer will pay to each Lender ratably in accordance with its Pro Rata Share all amounts received by it from a Borrower for application in payment, in whole or in part, of the Reimbursement Obligation in respect of any Letter of Credit issued by such Issuer, but onlysatisfied to the extent such Lender made payment to such Issuer in respect of such Letterthe making of Credit pursuant to [Section 2.18(e)]ABR Loans under [clause (e) above].

Reimbursement. If any IssuerIssuing Bank shall make any LC Disbursement in respect of a Letter of Credit, the applicable Borrower shall reimburse the applicable Issuersuch LC Disbursement by paying to the Administrative Agent in Dollars an amount equal to such LC Disbursement not later than ​5:00 p.m., Local Time,New York City time, on the date that such LC Disbursement is made, if suchthe Borrower or the Company shall have received notice of such LC Disbursement prior to ​10:00 a.m., Local Time,New York City time, on such date, or, if such notice has not been received by suchthe Borrower or the Company prior to such time on such date, then not later than ​5:00 p.m., Local Time,New York City time, on the Business Day immediately following the day that suchthe Borrower or the Company receives such notice. Thenotice; provided that the Borrower may, at its election and subject to the conditions to borrowing set forth herein, request in accordance with Section 2.02 or 2.21 that such payment be financed with an ABR Borrowing or Swingline Loan in an equivalent amount of such LC Disbursement and, to the extent so financed, the Borrower’s obligation to make such payment shall be discharged and replaced by the resulting ABR Borrowing or Swingline Loan. If the Borrower fails to make such payment when due, the Administrative Agent shall notify each Lender of the applicable LC Disbursement, the payment then due from the Borrower in respect thereof and such Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Lender shall pay to so reimbursethe Administrative Agent its Applicable Percentage of the payment then due from the Borrower, in the same manner as provided in Section 2.05 with respect to Loans made by such Lender (and Section 2.05 shall apply, mutatis mutandis, to the payment obligations of the Lenders), and the Administrative Agent shall promptly pay to the applicable Issuer shall be irrevocable and unconditional and such reimbursement shall be made without presentment, demand, protest or other formalities of any kind; provided that such Borrower shall not be precluded from asserting any claim for direct (but not consequential) damages suffered by such Borrower toIssuing Bank the extent, but only to the extent, caused by the willful misconduct or gross negligence of such Issuer in determining whether a request presented under any Letter of Credit complied with the terms of such Letter of Credit or such Issuer’s failure to pay under any Letter of Credit after the presentation to it of a request strictly complying with the terms and conditions of such Letter of Credit. All such amounts paid by an Issuer and remaining unpaid by a Borrower shall bear interest, payable on demand, for each day until paid at a rate per annum equal to the sum of 2% plus the rate applicable to Floating Rate Advances. Each Issuer will pay to each Lender ratably in accordance with its Pro Rata Share all amountsso received by it from a Borrower for application in payment, in whole or in part, of the Reimbursement Obligation in respectLenders. Promptly following receipt by the Administrative Agent of any Letter of Credit issued bypayment from the Borrower pursuant to this paragraph, the Administrative Agent shall distribute such Issuer, but onlypayment to the applicable Issuing Bank or, to the extent that Lenders have made payments pursuant to this paragraph to reimburse such Lender made paymentIssuing Bank, then to such Issuer in respect ofLenders and such Letter of CreditIssuing Bank as their interests may appear. Any payment made by a Lender pursuant to [Section 2.18(e)].this paragraph to reimburse 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 Borrower of its obligation to reimburse such LC Disbursement.

Reimbursement by Borrowers.Reimbursement. If any Issueran Issuing Bank shall make any LC Disbursement in respect of a Letter of Credit, the applicable Borrower shall reimburse the applicable Issuersuch LC Disbursement by paying to the Administrative Agent an amount (in the applicable currency) equal to such LC Disbursement not later than 12:00 noon, Local Time, on the date that such LC Disbursement is made, if such Borrower or the Company shall have received notice of such LC Disbursement prior to 10:00 a.p.m. (noon), Local Time, on such date, or, if such notice has not been received by such Borrower or the Company prior to such time on such date, then not later than 12:00 noon, Local Time,New York City time, on the Business Day immediately following the day that suchthe Borrower or the Company receives such notice. Thenotice; provided, that, if such LC Disbursement is not less than the Dollar Equivalent of $500,000, the Borrower may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.03 or 2.04 that such payment be financed with an ABR Borrowing or Swingline Loan in an equivalent amount equal to the Dollar Equivalent thereof and, to the extent so financed, the Borrower’s obligation to make such payment shall be discharged and replaced by the resulting ABR Borrowing or Swingline Loan. If the Borrower fails to make such payment when due, the Administrative Agent shall notify each Lender of the applicable LC Disbursement, the payment then due from the Borrower in respect thereof and such Lender’s Applicable Percentage of the Dollar Equivalent thereof. Promptly following receipt of such notice, each Lender shall pay to so reimbursethe Administrative Agent its Applicable Percentage of the payment then due from the Borrower in Dollars based on the Dollar Equivalent thereof, in the same manner as provided in Section 2.07 with respect to Loans made by such Lender (and Section 2.07 shall apply, mutatis mutandis, to the payment obligations of the Lenders), and the Administrative Agent shall promptly pay to the applicable Issuer shall be irrevocable and unconditional and such reimbursement shall be made without presentment, demand, protest or other formalities of any kind; provided that such Borrower shall not be precluded from asserting any claim for direct (but not consequential) damages suffered by such Borrower toIssuing Bank the extent, but only to the extent, caused by the willful misconduct or gross negligence of such Issuer in determining whether a request presented under any Letter of Credit complied with the terms of such Letter of Credit or such Issuer’s failure to pay under any Letter of Credit after the presentation to it of a request strictly complying with the terms and conditions of such Letter of Credit. All such amounts paid by an Issuer and remaining unpaid by a Borrower shall bear interest, payable on demand, for each day until paid at a rate per annum equal to the sum of 2% plus the rate applicable to Floating Rate Advances. Each Issuer will pay to each Lender ratably in accordance with its Pro Rata Share all amountsso received by it from a Borrower for application in payment, in whole or in part, of the Reimbursement Obligation in respectLenders. Promptly following receipt by the Administrative Agent of any Letter of Credit issued bypayment from the Borrower pursuant to this paragraph, the Administrative Agent shall distribute such Issuer, but onlypayment to the applicable Issuing Bank or, to the extent that Lenders have made payments pursuant to this paragraph to reimburse such Lender made paymentIssuing Bank, then to such Issuer in respect ofLenders and such Letter of CreditIssuing Bank as their interests may appear. Any payment made by a Lender pursuant to [Section 2.18(e)].this paragraph to reimburse any Issuing Bank for any LC Disbursement (other than the funding of ABR Loans or a Swingline Loan as contemplated above) shall not constitute a Loan and shall not relieve the Borrower of its obligation to reimburse such LC Disbursement.

Reimbursement by Borrowers.Reimbursement. If any Issueran Issuing Bank shall make any LC Disbursement in respect of a Letter of Credit, the applicable Borrower shall reimburse the applicable Issuersuch LC Disbursement by paying to the Administrative Agent an amount in the currency of such LC Disbursement equal to such LC Disbursement not later than 12:00 noon, Local Time,New York City time, on the date that such LC Disbursement is made, if such Borrower or the Company shall have received notice of such LC Disbursement prior to 10:00 a.m., Local Time,New York City time, on such date, or, if such notice has not been received by such Borrower or the Company prior to such time on such date, then not later than 12:00 noon, Local Time,New York City time, on # 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 # the Business Day immediately following the day that such Borrower or the Company receives such notice. Thenotice, if such notice is not received prior to such time on the day of receipt; provided that if such LC Disbursement is denominated in US Dollars and is not less than US$1,000,000, the applicable Borrower may, subject to the conditions to borrowing set forth herein, request in accordance with [Section 2.03 or 2.04]4] that such payment be financed with an ABR Borrowing or a Swingline Loan in an equivalent amount and, to the extent so financed, such Borrower’s obligation to make such payment shall be discharged and replaced by the resulting ABR Borrowing or Swingline Loan. If the applicable Borrower fails to make any such reimbursement payment when due, # if such payment relates to a Letter of Credit denominated in a currency other than US Dollars, Euro, Canadian Dollars or another Alternative Currency, automatically and with no further action required, the obligation of such Borrower to reimburse the applicable LC Disbursement shall be permanently converted into an obligation to reimburse the US Dollar Equivalent, calculated by the Administrative Agent using the LC Exchange Rate on the applicable LC Participation Calculation Date, of such LC Disbursement and # in the case of each LC Disbursement, the applicable Issuing Bank shall notify the Administrative Agent, whereupon the Administrative Agent shall notify each Global Tranche Lender of the applicable LC Disbursement, the amount and currency of the payment then due from such Borrower in respect thereof and such Lender’s Global Tranche Percentage thereof. Promptly following receipt of such notice (and, in any event, no later than the immediately following Business Day), each Global Tranche Lender shall pay to so reimbursethe Administrative Agent, in the applicable Issuer shall be irrevocable and unconditional andcurrency, its Global Tranche Percentage of the applicable LC Disbursement payment then due from such reimbursement shall beBorrower, in the same manner as provided in [Section 2.06] with respect to Loans made without presentment, demand, protest or other formalities of any kind; provided that such Borrower shall not be precluded from asserting any claim for direct (but not consequential) damages suffered by such BorrowerLender (and [Section 2.06] shall apply, mutatis mutandis, to the extent, but onlypayment obligations of the Lenders pursuant to this paragraph), and the Administrative Agent shall promptly pay to the extent, caused byapplicable Issuing Bank the willful misconduct or gross negligence of such Issuer in determining whether a request presented under any Letter of Credit complied with the terms of such Letter of Credit or such Issuer’s failure to pay under any Letter of Credit after the presentation to it of a request strictly complying with the terms and conditions of such Letter of Credit. All such amounts paid by an Issuer and remaining unpaid by a Borrower shall bear interest, payable on demand, for each day until paid at a rate per annum equal to the sum of 2% plus the rate applicable to Floating Rate Advances. Each Issuer will pay to each Lender ratably in accordance with its Pro Rata Share all amountsso received by it from the Lenders. Promptly following receipt by the Administrative Agent of any payment from a Borrower for application in payment, in whole or in part, ofpursuant to this paragraph, the Reimbursement Obligation in respect of any Letter of Credit issued byAdministrative Agent shall distribute such Issuer, but onlypayment to the applicable Issuing Bank or, to the extent that Lenders have made payments pursuant to this paragraph to reimburse such Lender made paymentIssuing Bank, then to such Issuer in respect ofLenders and such Letter of CreditIssuing Bank as their interests may appear. Any payment made by a Global Tranche Lender pursuant to [Section 2.18(e)].this paragraph to reimburse 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 applicable Borrower of its obligation to reimburse such LC Disbursement.

Reimbursement by Borrowers.Reimbursements. If any Issueran Issuing Bank shall make anyan LC Disbursement in respect of a Letter of Credit, such Issuing Bank shall notify the applicableBorrower and the Administrative Agent of such LC Disbursement and of the date and amount thereof and the Borrower shall reimburse the applicable Issuersuch LC Disbursement by paying to the Administrative Agent an amount equal to such LC Disbursement not later than 12:00 noon, Local Time,# if such notice has been received by the Borrower prior to ​, New York City time, on the dateBusiness Day that such LC Disbursement is made, if suchthe Borrower or the Company shall have receivedreceives notice of such LC Disbursement prior to 10:00 a.m., Local Time, on such date, or,or # if such notice has not been received by suchthe Borrower or the Company prior to such time on such date, thenafter ​, New York City time, not later than 12:00 noon, Local Time,​, New York City time, on the first Business Day immediately followingafter such notice has been received (in each case, the day“Required Reimbursement Date”); provided that if such LC Disbursement is not less than a Dollar Equivalent of ​, the Borrower may, subject to the conditions to borrowing set forth herein, request in accordance with [Section 2.03] that such payment be financed with an ABR Revolving Borrowing and, to the extent so financed, the Borrower’s obligation to make such payment shall be discharged and replaced by the resulting ABR Revolving Borrowing and unless the Borrower orshall have, by ​, New York City time, on the Company receivesRequired Reimbursement Date, reimbursed the applicable Issuing Bank for the LC Disbursement with funds other than from the proceeds of an ABR Revolving Borrowing, the Borrower shall be deemed to have requested an ABR Borrowing in the amount of such notice. The obligationLC Disbursement, plus interest payable thereon pursuant to [Section 2.05(h)]. If the Borrower subsequently fails to reimburse any LC Disbursement by the time specified above, the Administrative Agent shall notify each Revolving Lender of such failure, the payment then due from the Borrower in respect of the applicable BorrowerLC Disbursement and such Revolving Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Revolving Lender shall pay to so reimbursethe Administrative Agent its Applicable Percentage of the amount then due from the Borrower, in the same manner as provided in [Section 2.06] with respect to Loans made by such Lender (and [Section 2.06] shall apply, mutatis mutandis, to the payment obligations of the Revolving ​ pursuant to this paragraph), and the Administrative Agent shall promptly remit to the applicable Issuer shall be irrevocable and unconditional and such reimbursement shall be made without presentment, demand, protest or other formalities of any kind; provided that such Borrower shall not be precluded from asserting any claim for direct (but not consequential) damages suffered by such Borrower toIssuing Bank the extent, but only to the extent, caused by the willful misconduct or gross negligence of such Issuer in determining whether a request presented under any Letter of Credit complied with the terms of such Letter of Credit or such Issuer’s failure to pay under any Letter of Credit after the presentation to it of a request strictly complying with the terms and conditions of such Letter of Credit. All such amounts paid by an Issuer and remaining unpaid by a Borrower shall bear interest, payable on demand, for each day until paid at a rate per annum equal to the sum of 2% plus the rate applicable to Floating Rate Advances. Each Issuer will pay to each Lender ratably in accordance with its Pro Rata Share all amountsso received by it from a Borrower for application in payment, in whole or in part, of the Reimbursement Obligation in respectRevolving ​. Promptly following receipt by the Administrative Agent of any Letter of Credit issued bypayment from the Borrower pursuant to this paragraph, the Administrative Agent shall distribute such Issuer, but onlypayment to the applicable Issuing Bank or, to the extent that Revolving ​ have made payments pursuant to this paragraph to reimburse such Lender made paymentIssuing Bank, then to such Issuer in respect ofRevolving ​ and such Letter of CreditIssuing Bank as their interests may appear. Any payment made by a Revolving Lender pursuant to [Section 2.18(e)].this paragraph to reimburse an Issuing Bank for an LC Disbursement (other than the funding of an ABR Revolving Borrowing as contemplated above) shall not constitute a Loan and shall not relieve the Borrower of its obligation to reimburse such LC Disbursement.

Reimbursement. If anythe L/C Issuer shall make any LCL/C Disbursement in respect of a Letter of Credit, the applicable Borrower shall reimburse the applicableL/C Issuer in respect of such L/C Disbursement by paying to the Administrative Agent an amount equal to such LCL/C Disbursement not later than ​, Local Time,12:00 noon on # the dateBusiness Day that such LC Disbursement is made, if suchthe Borrower or the Company shall have receivedreceives notice of such LC Disbursement prior to ​, Local Time, on such date, or,L/C Disbursement, if such notice has not beenis received by such Borrower or the Company prior to such time on such date, then not later than ​, Local Time, on10:00 a.m. or # the Business Day immediately following the day that suchthe Borrower or the Company receives such notice. Thenotice, if such notice is not received prior to such time, provided that, if such L/C Disbursement is not less than $1,000,000, the Borrower may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.02 or [Section 2.04] that such payment be financed with a Borrowing of Base Rate Loans or Swingline Loan in an equivalent amount and, to the extent so financed, the Borrower’s obligation to make such payment shall be discharged and replaced by the resulting Borrowing of Base Rate Loans or Swingline Loan. If the Borrower fails to make such payment when due, the Administrative Agent shall notify each Revolving Lender of the applicable L/C Disbursement, the payment then due from the Borrower to so reimburse the applicable Issuer shall be irrevocable and unconditionalin respect thereof (the “Unreimbursed Amount”) and such reimbursementLender’s Applicable Percentage thereof. Promptly upon receipt of such notice, each Revolving Lender shall be made without presentment, demand, protest or other formalities of any kind; provided that such Borrower shall not be precluded from asserting any claim for direct (but not consequential) damages suffered by such Borrowerpay to the extent, but only to the extent, caused by the willful misconduct or gross negligence of such Issuer in determining whether a request presented under any Letter of Credit complied with the terms of such Letter of Credit or such Issuer’s failure to pay under any Letter of Credit after the presentation to it of a request strictly complying with the terms and conditions of such Letter of Credit. All such amounts paid by an Issuer and remaining unpaid by a Borrower shall bear interest, payable on demand, for each day until paid at a rate per annum equal to the sum of 2% plus the rate applicable to Floating Rate Advances. Each Issuer will pay to each Lender ratably in accordance withAdministrative Agent its Pro Rata Share all amounts received by it from a Borrower for application in payment, in whole or in part,Applicable Percentage of the Reimbursement Obligation in respect of any Letter of Credit issued by such Issuer, but only to the extent such Lender made payment to such Issuer in respect of such Letter of CreditUnreimbursed Amount pursuant to [Section 2.18(03(e)(ii)]., subject to the amount of the unutilized portion of the aggregate Revolving Commitments. Any notice given by the L/C Issuer or the Administrative Agent pursuant to this [Section 2.03(f)] may be given by telephone if immediately confirmed in writing; provided that the lack of such an immediate confirmation shall not affect the conclusiveness or binding effect of such notice.