Common use of Reallocation of Participations to Reduce Fronting Exposure Clause in Contracts

Reallocation of Participations to Reduce Fronting Exposure. All, or any part, of such Defaulting Lender’s participation in Letter of Credit Obligations and Swingline Loans shall be reallocated among the Non-Defaulting Lenders in accordance with their respective Revolving Commitment Percentages (calculated without regard to such Defaulting Lender’s Revolving Commitment), but only to the extent that: (x) the conditions set forth in Section 5.2 are satisfied at the time of such reallocation (and, unless the Borrower shall have otherwise notified the Administrative Agent at such time, the Borrower shall be deemed to have represented and warranted that such conditions are satisfied at such time); and (y) such reallocation does not cause the aggregate Revolving Credit Exposure at such time to exceed such Non-Defaulting Lender’s Revolving Commitment. No reallocation hereunder shall constitute a waiver or release of any claim of any party hereunder against a Defaulting Lender arising from that Lender having become a Defaulting Lender, including any claim of a Non-Defaulting Lender as a result of such Non-Defaulting Lender’s increased exposure following such reallocation.

Reallocation of Participations to Reduce Fronting Exposure. All, All or any part, part of such Defaulting Lender’s participation in Letter Letters of Credit Obligations and Swingline Loans shall be reallocated among the Non-Defaulting Lenders in accordance with their respective Revolving Commitment Percentages pro rata Commitments (calculated without regard to such Defaulting Lender’s Revolving Commitment), ) but only to the extent that: that (x) the conditions set forth in Section 5.2 4.01 are satisfied at the time of such reallocation (and, unless the Borrower shall have otherwise notified the Administrative Agent at such time, the Borrower shall be deemed to have represented and warranted that such conditions are satisfied at such time); ) and (y) such reallocation does not cause the aggregate Revolving Facility Credit Exposure at such time of any Non-Defaulting Lender to exceed such Non-Defaulting Lender’s Revolving Commitment. No Subject to Section 9.22, no reallocation hereunder shall constitute a waiver or release of any claim of any party hereunder against a Defaulting Lender arising from that Lender having become a Defaulting Lender, including any claim of a Non-Defaulting Lender as a result of such Non-Defaulting Lender’s increased exposure following such reallocation.

Reallocation of Participations to Reduce Fronting Exposure. All, All or any part, part of such Defaulting Lender’s participation in Letter of Credit Obligations and Swingline Loans LC Disbursements shall be reallocated among the Non-Defaulting Lenders in accordance with their respective Revolving Commitment Applicable Percentages (calculated without regard to such Defaulting Lender’s Revolving Commitment), ) but only to the extent that: that (xA) the conditions set forth in Section 5.2 4.02 are satisfied at the time of such reallocation (and, unless the Borrower shall have otherwise notified the Administrative Agent at such time, the Borrower shall be deemed to have represented and warranted that such conditions are satisfied at such time); , and (yB) such reallocation does not cause the aggregate Revolving Credit Exposure at such time of any Non-Defaulting Lender to exceed such Non-Defaulting Lender’s Revolving Commitment. No Subject to Section 9.17, no reallocation hereunder shall constitute a waiver or release of any claim of any party hereunder against a Defaulting Lender arising from that Lender having become a Defaulting Lender, including any claim of a Non-Defaulting Lender as a result of such Non-Defaulting Lender’s increased exposure following such reallocation.

Reallocation of Participations to Reduce Fronting Exposure. All, All or any part, part of such Defaulting Lender’s participation in Letter of Credit L/C Obligations and Swingline Swing Line Loans shall be reallocated among the Non-Defaulting Lenders in accordance with their respective Revolving Commitment Percentages Pro Rata Shares (calculated without regard to such Defaulting Lender’s Revolving Commitment), ) but only to the extent that: that (x) the conditions set forth in Section 5.2 4.02 are satisfied at the time of such reallocation (and, unless the Borrower shall have otherwise notified the Administrative Agent at such time, the Borrower shall be deemed to have represented and warranted that such conditions are satisfied at such time); , and (y) such reallocation does not cause the aggregate Revolving Credit Exposure at such time Pro Rata Share of any Non-Defaulting Lender in the Total Outstandings to exceed such Non-Defaulting Lender’s Revolving Commitment. No Subject to Section 10.21, no reallocation hereunder shall constitute a waiver or release of any claim of any party hereunder against a Defaulting Lender arising from that Lender having become a Defaulting Lender, including any claim of a Non-Defaulting Lender as a result of such Non-Defaulting Lender’s increased exposure following such reallocation.

Reallocation of Participations to Reduce Fronting Exposure. All, All or any part, part of such Defaulting Lender’s participation in Letter Letters of Credit Obligations and Swingline Swing Line Loans shall be reallocated among the Non-Defaulting Lenders in accordance with their respective Revolving Commitment Percentages Pro Rata Shares (calculated without regard to such Defaulting Lender’s Revolving Commitment), ) but only to the extent that: that (xA) the conditions set forth in Section 5.2 4.02 are satisfied at the time of such reallocation (and, unless the Borrower shall have otherwise notified the Administrative Agent at such time, the Borrower shall be deemed to have represented and warranted that such conditions are satisfied at such time); , and (yB) such reallocation does not cause the aggregate Revolving Credit Exposure at such time of any Non-Defaulting Lender to exceed such Non-Defaulting Lender’s Revolving Commitment. No Subject to Section 11.25, no reallocation hereunder shall constitute a waiver or release of any claim of any party hereunder against a Defaulting Lender arising from that Lender having become a Defaulting Lender, including any claim of a Non-Defaulting Lender as a result of such Non-Defaulting Lender’s increased exposure following such reallocation.

Reallocation of Participations to Reduce Fronting Exposure. All, All or any part, part of such Defaulting Lender’s participation in Letter of Credit LC Obligations and Swingline Swing Line Loans shall be reallocated among the Non-Defaulting Lenders in accordance with their respective Revolving Commitment Percentages Pro Rata Shares (calculated without regard to such Defaulting Lender’s Revolving Commitment), ) but only to the extent that: that (x) the conditions set forth in Section 5.2 4.2 are satisfied at the time of such reallocation (and, unless the Borrower shall have otherwise notified the Administrative Agent, promptly following any written request from the Administrative Agent at such timethat it do so, the Borrower shall be deemed to have represented and warranted that such conditions are satisfied at such time); , and (y) such reallocation does not cause the aggregate Revolving Outstanding Credit Exposure at such time of any Non-Defaulting Lender to exceed such Non-Defaulting Lender’s Revolving Commitment. No reallocation hereunder shall constitute a waiver or release of any claim of any party hereunder against a Defaulting Lender arising from that Lender having become a Defaulting Lender, including any claim of a Non-Defaulting Lender as a result of such Non-Defaulting Lender’s increased exposure following such reallocation.

Reallocation of Participations to Reduce Fronting Exposure. All, All or any part, part of such Defaulting Lender’s participation in Letter of Credit L/C Obligations and Swingline Loans shall be reallocated among the Non-Defaulting Lenders in accordance with their respective Revolving Commitment Percentages (calculated without regard to such Defaulting Lender’s Revolving Commitment), ) but only to the extent that: that (x) the conditions set forth in Section 5.2 are satisfied at the time of such reallocation (and, unless the Borrower shall have otherwise notified the Administrative Agent at such time, the Borrower shall be deemed to have represented and warranted that such conditions are satisfied at such time); , and (y) such reallocation does not cause the aggregate Revolving Extensions of Credit Exposure at such time of any Non-Defaulting Lender to exceed such Non-Defaulting Lender’s Revolving Commitment. No Subject to Section 10.19, no reallocation hereunder shall constitute a waiver or release of any claim of any party hereunder against a Defaulting Lender arising from that Lender having become a Defaulting Lender, including any claim of a Non-Defaulting Lender as a result of such Non-Defaulting Lender’s increased exposure following such reallocation.

Reallocation of Participations to Reduce Fronting Exposure. All, All or any part, part of such Defaulting Lender’s participation in Letter Letters of Credit Obligations and Swingline Loans shall be reallocated among the Non-Defaulting Lenders in accordance with their respective Revolving Commitment Percentages pro rata Commitments (calculated without regard to such Defaulting Lender’s Revolving Commitment), ) but only to the extent that: that (x) the conditions set forth in Section 5.2 4.03 are satisfied at the time of such reallocation (and, unless the Borrower shall have Representative has otherwise notified the Administrative Agent at such time, the Borrower Borrowers shall be deemed to have represented and warranted that such conditions are satisfied at such time); , and (y) such reallocation does not cause the aggregate Revolving Facility Credit Exposure at such time of any Non-Defaulting Lender to exceed such Non-Defaulting Lender’s Revolving Facility Commitment. No Subject to Section 9.22, no reallocation hereunder shall constitute a waiver or release of any claim of any party hereunder against a Defaulting Lender arising from that Lender having become a Defaulting Lender, including any claim of a Non-Defaulting Lender as a result of such Non-Defaulting Lender’s increased exposure following such reallocation.

Reallocation of Participations to Reduce Fronting Exposure. All, All or any part, part of such Defaulting Lender’s participation interests in Letter Letters of Credit Obligations and Swingline Swing Loans shall be reallocated among the Non-Defaulting Lenders in accordance with their respective Revolving Commitment Percentages (calculated without regard to such Defaulting Lender’s Revolving Commitment), ) but only to the extent that: that (xA) the conditions set forth in Section 5.2 3.1 are satisfied at the such time of such reallocation (and, unless the Borrower Borrowers shall have otherwise notified the Administrative Agent at such the time, the Borrower Borrowers shall be deemed to have represented and warranted that such conditions are satisfied at such time); , and (yB) such reallocation does not cause the aggregate principal amount of Revolving Loans and interests in Letters of Credit Exposure at such time and Swing Loans of any Non-Defaulting Lender to exceed such Non-Defaulting Lender’s Revolving Commitment. No reallocation hereunder shall constitute a waiver or release of any claim of any party hereunder against a Defaulting Lender arising from that Lender having become a Defaulting Lender, including any claim of a Non-Defaulting Lender as a result of such Non-Defaulting Lender’s increased exposure following such reallocation.

Reallocation of Participations to Reduce Fronting Exposure. All, All or any part, part of such Defaulting Lender’s participation in Letter Letters of Credit Obligations and Swingline Loans shall be reallocated among the Non-Defaulting Lenders in accordance with their respective Revolving Commitment Percentages pro rata Commitments (calculated without regard to such Defaulting Lender’s Revolving Commitment), ) but only to the extent that: that (x) the conditions set forth in Section 5.2 4.01 are satisfied at the time of such reallocation (and, unless the Borrower shall have otherwise notified the Administrative Agent at such time, the Borrower shall be deemed to have represented and warranted that such conditions are satisfied at such time); ) and (y) such reallocation does not cause the aggregate Revolving Facility Credit Exposure at such time of any Non-Defaulting Lender to exceed such Non-Defaulting Lender’s Revolving Facility Commitment. No reallocation hereunder shall constitute a waiver or release of any claim of any party hereunder against a Defaulting Lender arising from that Lender having become a Defaulting Lender, including any claim of a Non-Defaulting Lender as a result of such Non-Defaulting Lender’s increased exposure following such reallocation.

Reallocation of Participations to Reduce Fronting Exposure. All, All or any part, part of such Defaulting Lender’s participation obligation to fund participations in Letter respect of Letters of Credit Obligations and Swingline Loans shall be reallocated among the Non-Defaulting Lenders in accordance with their respective Revolving Commitment Pro Rata Percentages (calculated without regard to such Defaulting Lender’s Revolving Commitment), ) but only to the extent that: that (x) the conditions set forth in Section 5.2 4.2 are satisfied at the time of such reallocation (and, unless the Borrower shall have otherwise notified the Administrative Agent at such time, the Borrower shall be deemed to have represented and warranted that such conditions are satisfied at such time); , and (y) such reallocation does not cause the aggregate Revolving Extensions of Credit Exposure at such time of any Non-Defaulting Lender to exceed such Nonnon-Defaulting Lender’s Revolving Credit Commitment. No Subject to Section 9.24, no reallocation hereunder shall constitute a waiver or release of any claim of any party hereunder against a Defaulting Lender arising from that Lender having become a Defaulting Lender, including any claim of a Non-Defaulting Lender as a result of such Non-Defaulting Lender’s increased exposure following such reallocation.

Reallocation of Participations to Reduce Fronting Exposure. All, All or any part, part of such Defaulting Lender’s participation in Letter of Credit Obligations and Swingline Loans Liabilities shall be reallocated among the Non-Defaulting Lenders in accordance with their respective Revolving Commitment Percentages (calculated determined without regard to such Defaulting Lender’s Revolving Commitment), ) but only to the extent that: that (x) the conditions set forth in Section 5.2 Article VI are satisfied at the time of such reallocation (and, unless the Borrower shall have otherwise notified the Administrative Agent at such time, the Borrower shall be deemed to have represented and warranted that such conditions are satisfied at such time); , and (y) such reallocation does not cause the aggregate Revolving Credit Exposure at such time of any Non-Defaulting Lender to exceed such Non-Defaulting Lender’s Revolving Commitment. No reallocation hereunder shall constitute a waiver or release of any claim of any party hereunder against a Defaulting Lender arising from that Lender having become a Defaulting Lender, including any claim of a Non-Defaulting Lender as a result of such Non-Defaulting Lender’s increased exposure following such reallocation.

Reallocation of Participations to Reduce Fronting Exposure. All, All or any part, part of such Defaulting Lender’s participation in Letter of Credit L/C Obligations and Swingline Loans shall be reallocated among the Non-Defaulting Lenders in accordance with their respective Revolving Commitment Percentages (calculated without regard to such Defaulting Lender’s Revolving Commitment), ) but only to the extent that: that (x) the conditions set forth in Section 5.2 are satisfied at the time of such reallocation (and, unless the Borrower shall have otherwise notified the Administrative Agent at such time, the Borrower shall be deemed to have represented and warranted that such conditions are satisfied at such time); , and (y) such reallocation does not cause the aggregate Revolving Credit Exposure at such time of any Non-Defaulting Lender to exceed such Non-Defaulting Lender’s Revolving Commitment. No Subject to Section 11.22, no reallocation hereunder shall constitute a waiver or release of any claim of any party hereunder against a Defaulting Lender arising from that Lender having become a Defaulting Lender, including any claim of a Non-Defaulting Lender as a result of such Non-Defaulting Lender’s increased exposure following such reallocation.

Reallocation of Participations to Reduce Fronting Exposure. All, All or any part, part of such Defaulting Lender’s participation in Letter of Credit Obligations and Swingline Loans shall be reallocated among the Non-Defaulting Lenders in accordance with their respective Revolving Commitment Applicable Percentages (calculated without regard to such Defaulting Lender’s Revolving Commitment), Development Line of Credit Committed Amount) but only to the extent that: that (x) the conditions set forth in Section 5.2 9 are satisfied at the time of such reallocation (and, unless the Borrower shall have otherwise notified the Administrative Agent at such time, the Borrower shall be deemed to have represented and warranted that such conditions are satisfied at such time); ) and (y) such reallocation does not cause the aggregate Revolving Credit Committed Funded Exposure at such time of any Non-Defaulting Lender to exceed such Non-Defaulting Lender’s Revolving CommitmentDevelopment Line of Credit Commitmed Amount. No reallocation hereunder shall constitute a waiver or release of any claim of any party hereunder against a Defaulting Lender arising from that Lender having become a Defaulting Lender, including any claim of a Non-Defaulting Lender as a result of such Non-Defaulting Lender’s increased exposure following such reallocation.

Reallocation of Participations to Reduce Fronting Exposure. All, All or any part, part of such Defaulting Lender’s participation in Letter Letters of Credit Obligations and Swingline Swing Line Loans shall be reallocated among the Non-Defaulting Lenders in accordance with their respective Revolving Commitment Percentages Pro Rata Shares (calculated without regard to such Defaulting Lender’s Revolving Commitment), ) but only to the extent that: that (x) the conditions set forth in Section 5.2 3.02 are satisfied at the time of such reallocation (and, unless the Borrower shall have otherwise notified the Administrative Agent at such time, the Borrower shall be deemed to have represented and warranted that such conditions are satisfied at such time); ) and (y) such reallocation does not cause the aggregate Revolving Credit Exposure at such time of any Non-Defaulting Lender to exceed such Non-Defaulting Lender’s Revolving Commitment. No reallocation hereunder shall constitute a waiver or release of any claim of any party hereunder against a Defaulting Lender arising from that Lender having become a Defaulting Lender, including any claim of a Non-Defaulting Lender as a result of such Non-Defaulting Lender’s increased exposure following such reallocation.

Reallocation of Participations to Reduce Fronting Exposure. All, All or any part, part of such Defaulting Lender’s participation in Letter Letters of Credit Obligations and Swingline Swing Loans shall be reallocated among the Non-Defaulting Lenders in accordance with their respective Revolving Commitment Percentages Pro Rata Shares (calculated without regard to such Defaulting Lender’s Revolving Commitment), ) but only to the extent that: that (xA) the conditions set forth in Section 5.2 3.2 are satisfied at the time of such reallocation (and, unless the Borrower Borrowers shall have otherwise notified the Administrative Agent at such time, the Borrower Borrowers shall be deemed to have represented and warranted that such conditions are satisfied at such time); , and (yB) such reallocation does not cause the aggregate outstanding Revolving Credit Exposure at such time Loans and participations in Letters of Credit, Swing Loans and Overadvances of any Non-Defaulting Lender to exceed such Non-Defaulting Lender’s Revolving Commitment. No reallocation hereunder shall constitute a waiver or release of any claim of any party hereunder against a Defaulting Lender arising from that Lender having become a Defaulting Lender, including any claim of a Non-Defaulting Lender as a result of such Non-Defaulting Lender’s increased exposure following such reallocation.

Reallocation of Participations to Reduce Fronting Exposure. All, All or any part, part of such Defaulting Lender’s participation in Letter of Credit Obligations LC Outstandings and Swingline Swing Loans shall be reallocated among the Non-Defaulting Lenders in accordance with their respective Revolving Commitment Facility Percentages (calculated without regard to such Defaulting Lender’s Revolving Commitment), ) but only to the extent that: that (x) the conditions set forth in Section 5.2 4.02 are satisfied at the time of such reallocation (and, unless the Borrower shall have otherwise notified the Administrative Agent at such time, the Borrower shall be deemed to have represented and warranted that such conditions are satisfied at such time); , and (y) such reallocation does not cause the aggregate Revolving Credit Facility Exposure at such time of any Non-Defaulting Lender to exceed such Non-Defaulting Lender’s Revolving Commitment. No reallocation hereunder shall constitute a waiver or release of any claim of any party hereunder against a Defaulting Lender arising from that Lender Xxxxxx having become a Defaulting Lender, including any claim of a Non-Defaulting Lender as a result of such Non-Defaulting LenderXxxxxx’s increased exposure following such reallocation.

Reallocation of Participations to Reduce Fronting Exposure. All, All or any part, part of such Defaulting Lender’s participation in Letter of Credit LC Obligations and Swingline Loans shall be reallocated among the Non-Defaulting Lenders that are Revolving Lenders in accordance with their respective Revolving Commitment Percentages Pro Rata Shares (calculated without regard to such Defaulting Lender’s Revolving Commitment), ) but only to the extent that: that (xA) the conditions set forth in Section 5.2 4.2 are satisfied at the time of such reallocation (and, and unless the Borrower shall have otherwise notified the Administrative Agent at such time, the Borrower shall be deemed to have represented and warranted that such conditions are satisfied at such time); , and (yB) such reallocation does not cause the aggregate Revolving Credit Exposure at such time of any Non-Defaulting Lender to exceed such Non-Defaulting Lender’s Revolving Commitment. No Subject to Section 9.15, no reallocation hereunder shall constitute a waiver or release of any claim of any party hereunder against a Defaulting Lender arising from that Lender having become a Defaulting Lender, including any claim of a Non-Defaulting Lender as a result of such Non-Defaulting Lender’s increased exposure following such reallocation.

Reallocation of Participations to Reduce Fronting Exposure. All, All or any part, part of such Defaulting Lender’s participation in Letter of Credit L/C Obligations and Swingline Swing Loans shall be reallocated among the Non-Defaulting Lenders in accordance with their respective Revolving Commitment Percentages (calculated without regard to such Defaulting Lender’s Revolving Commitment), ) but only to the extent that: that (xA) the conditions set forth in Section 5.2 3.1 are satisfied at the such time of such reallocation (and, unless the Borrower shall have otherwise notified the Administrative Agent at such the time, the Borrower shall be deemed to have represented and warranted that such conditions are satisfied at such time); , and (yB) such reallocation does not cause the aggregate principal amount of Revolving Credit Exposure at such time Loans and participating interests in L/C Obligations and Swing Loans of any Non-Defaulting Lender to exceed such Non-Defaulting Lender’s Revolving Credit Commitment. No reallocation hereunder shall constitute a waiver or release of any claim of any party hereunder against a Defaulting Lender arising from that Lender having become a Defaulting Lender, including any claim of a Non-Defaulting Lender as a result of such Non-Defaulting Lender’s increased exposure following such reallocation.

Reallocation of Participations to Reduce Fronting Exposure. All, All or any part, part of such Defaulting Lender’s participation in Letter of Credit L/C Obligations and Swingline Loans shall be reallocated among the Non-Defaulting Lenders in accordance with their respective Revolving Commitment Percentages of the relevant Commitments (calculated without regard to such Defaulting Lender’s Revolving Commitment), Commitments) but only to the extent that: that (x) the conditions set forth in Section 5.2 7.1 are satisfied at the time of such reallocation (and, unless the Borrower shall have otherwise notified the Administrative Agent at such time, the Borrower shall be deemed to have represented and warranted that such conditions are satisfied at such time); , and (y) such reallocation does not cause the aggregate Revolving Credit Exposure at such time Loans and interests in L/C Obligations of any Non-Defaulting Lender to exceed such Non-Defaulting Lender’s Revolving Credit Commitment. No reallocation hereunder shall constitute a waiver or release of any claim of any party hereunder against a Defaulting Lender arising from that Lender having become a Defaulting Lender, including any claim of a Non-Defaulting Lender as a result of such Non-Defaulting Lender’s increased exposure following such reallocation.

Reallocation of Participations to Reduce Fronting Exposure. All, All or any part, part of such Defaulting Lender’s participation in Letter of Credit Obligations Liabilities and Swingline Loans shall be reallocated among the Non-Defaulting Lenders in accordance with their respective Revolving Commitment Percentages Pro Rata Shares (calculated without regard to such Defaulting Lender’s Revolving Loan Commitment), ) but only to the extent that: that (x) the conditions set forth in Section 5.2 Subsection 7.2 are satisfied at the time of such reallocation (and, unless the Borrower shall have otherwise notified the Administrative Agent at such time, the Borrower shall be deemed to have represented and warranted that such conditions are satisfied at such time); , and (y) such reallocation does not cause the aggregate Revolving Credit Exposure at such time Obligations of any Non-Defaulting Lender to exceed such Non-Defaulting Lender’s Revolving Revolver Loan Commitment. No reallocation hereunder shall constitute a waiver or release of any claim of any party hereunder against a Defaulting Lender arising from that Revolver Lender having become a Defaulting Lender, including any claim of a Non-Defaulting Lender as a result of such Non-Defaulting Lender’s increased exposure following such reallocation.

Reallocation of Participations to Reduce Fronting Exposure. All, All or any part, part of such Defaulting Lender’s participation in Letter of Credit LC Obligations and Swingline Swing Line Loans shall be reallocated among the Non-Defaulting Lenders in accordance with their respective Revolving Commitment Percentages Pro Rata Shares (calculated without regard to such Defaulting Lender’s Revolving Commitment), ) but only to the extent that: that (xy) the conditions set forth in Section 5.2 4.2 are satisfied at the time of such reallocation (and, unless the Borrower shall have otherwise notified the Administrative Agent at such time, the Borrower shall be deemed to have represented and warranted that such conditions are satisfied at such time); , and (yz) such reallocation does not cause the aggregate Revolving Outstanding Credit Exposure at such time of any Non-Defaulting Lender to exceed such Non-Defaulting Lender’s Revolving Commitment. No Subject to Section 16.1, no reallocation hereunder shall constitute a waiver or release of any claim of any party hereunder against a Defaulting Lender arising from that Lender having become a Defaulting Lender, including any claim of a Non-Defaulting Lender as a result of such Non-Defaulting Lender’s increased exposure following such reallocation.

Reallocation of Participations to Reduce Fronting Exposure. All, All or any part, part of such Defaulting Lender’s participation obligation to fund participations in Letter respect of Letters of Credit Obligations and Swingline Loans shall be reallocated among the Non-Defaulting Lenders in accordance with their respective Revolving Commitment Pro Rata Percentages (calculated without regard to such Defaulting Lender’s Revolving Commitment), ) but only to the extent that: that (x) the conditions set forth in Section 5.2 4.2 are satisfied at the time of such reallocation (and, unless the Borrower shall have otherwise notified the Administrative Agent at such time, the Borrower shall be deemed to have represented and warranted that such conditions are satisfied at such time); , and (y) such reallocation does not cause the aggregate Revolving Extensions of Credit Exposure at such time of any Non-Defaulting Lender to exceed such Nonnon-Defaulting Lender’s Revolving Credit Commitment. No Subject to Section 9.24, no reallocation hereunder shall constitute a waiver or release of any claim of any party hereunder against a Defaulting Lender arising from that Lender Lxxxxx having become a Defaulting Lender, including any claim of a Non-Defaulting Lender as a result of such Non-Defaulting LenderLxxxxx’s increased exposure following such reallocation.

Reallocation of Participations to Reduce Fronting Exposure. All, All or any part, part of such Defaulting Lender’s participation in Letter of Credit L/C Obligations and Swingline Loans Swing Line Advances shall be reallocated among the Non-Defaulting Lenders in accordance with their respective Revolving Commitment Percentages Pro Rata Shares (calculated without regard to such Defaulting Lender’s Revolving Commitment), ) but only to the extent that: that (x) the conditions set forth in Section 5.2 3.02 are satisfied at the time of such reallocation (and, unless the Borrower shall have otherwise notified the Administrative Agent at such time, the Borrower shall be deemed to have represented and warranted that such conditions are satisfied at such time); , and (y) such reallocation does not cause the aggregate Revolving Credit Exposure at such time of any Non-Defaulting Lender to exceed such Non-Defaulting Lender’s Revolving Credit Commitment. No reallocation hereunder shall constitute a waiver or release of any claim of any party hereunder against a Defaulting Lender arising from that Lender having become a Defaulting Lender, including any claim of a Non-Defaulting Lender as a result of such Non-Defaulting Lender’s increased exposure following such reallocation.

Reallocation of Participations to Reduce Fronting Exposure. All, All or any part, part of such Defaulting Lender’s participation in Letter of Credit L/C Obligations and Swingline Loans shall be reallocated among the Non-Defaulting Lenders in accordance with their respective Revolving Commitment Percentages (calculated without regard to such Defaulting Lender’s Revolving Commitment), ) but only to the extent that: that (x) the conditions set forth in Section 5.2 4.2 are satisfied at the time of such reallocation (and, unless the Borrower shall have otherwise notified the Administrative Agent at such time, the Borrower shall be deemed to have represented and warranted that such conditions are satisfied at such time); , and (y) such reallocation does not cause the aggregate Revolving Credit Exposure at such time amount of the Commitments of any Non-Defaulting Lender to exceed such Non-Defaulting Lender’s Revolving Commitment. No Subject to Section 9.21, no reallocation hereunder shall constitute a waiver or release of any claim of any party hereunder against a Defaulting Lender arising from that Lender having become a Defaulting Lender, including any claim of a Non-Defaulting Lender as a result of such Non-Defaulting Lender’s increased exposure following such reallocation.

Reallocation of Participations to Reduce Fronting Exposure. All, All or any part, part of such Defaulting Lender’s participation in Letter of Credit Obligations and Swingline Loans LC Exposure shall be reallocated among the Non-Defaulting Lenders in accordance with their respective Revolving Commitment Applicable Percentages (calculated without regard to such Defaulting Lender’s Revolving Commitment), ) but only to the extent that: that (x) the conditions set forth in Section 5.2 6.02 are satisfied at the time of such reallocation (and, unless the Borrower shall have otherwise notified the Administrative Agent at such time, the Borrower shall be deemed to have represented and warranted that such conditions are satisfied at such time); , and (y) such reallocation does not cause the aggregate Revolving Credit Exposure at such time of any Non-Defaulting Lender to exceed such Non-Defaulting Lender’s Revolving CommitmentApplicable Percentage of the aggregate Commitments. No Subject to Section 12.17, no reallocation hereunder shall constitute a waiver or release of any claim of any party hereunder against a Defaulting Lender arising from that Lender having become a Defaulting Lender, including any claim of a Non-Defaulting Lender as a result of such Non-Defaulting Lender’s increased exposure following such reallocation.

Reallocation of Participations to Reduce Fronting Exposure. All, All or any part, part of such Defaulting Lender’s participation in Letter of Credit LC Obligations and Swingline Swing Line Loans shall be reallocated among the Non-Defaulting Lenders in accordance with their respective Revolving Commitment Percentages Pro Rata Shares (calculated without regard to such Defaulting Lender’s Revolving Commitment), ) but only to the extent that: that (x) the conditions set forth in Section 5.2 4.2 are satisfied at the time of such reallocation (and, unless the Borrower shall have otherwise notified the Administrative Agent at such time, the Borrower shall be deemed to have represented and warranted that such conditions are satisfied at such time); , and (y) such reallocation does not cause the aggregate Revolving Credit Exposure at such time Exposures of any Non-Defaulting Lender to exceed such Non-Defaulting Lender’s Revolving Commitment. No reallocation hereunder shall constitute a waiver or release of any claim of any party hereunder against a Defaulting Lender arising from that Lender having become a Defaulting Lender, including any claim of a Non-Defaulting Lender as a result of such Non-Defaulting Lender’s increased exposure following such reallocation.

Reallocation of Participations to Reduce Fronting Exposure. All, All or any part, part of such Defaulting Lender’s participation in Letter Letters of Credit Obligations and Swingline Loans shall be reallocated among the Non-Lenders (other than any Defaulting Lenders Lender) in accordance with their respective Revolving Commitment Applicable Percentages (calculated without regard to such Defaulting Lender’s Revolving Commitment), ) but only to the extent that: that (x) the conditions set forth in Section 5.2 6.02 are satisfied at the time of such reallocation (and, unless the Borrower shall have otherwise notified the Administrative Agent at such time, the Borrower shall be deemed to have represented and warranted that such conditions are satisfied at such time); , and (y) such reallocation does not cause the aggregate Revolving Credit Exposure at such time of any Lender (other than any Defaulting Lender) to exceed such Non-Defaulting Lender’s Revolving Commitment. No ; provided, that, subject to Section 12.19, no reallocation hereunder shall constitute a waiver or release of any claim of any party hereunder against a Defaulting Lender arising from that Lender having become a Defaulting Lender, including any claim of a Non-Lender (other than any Defaulting Lender Lender) as a result of such Non-Defaulting Lender’s increased exposure following such reallocation.

Reallocation of Participations to Reduce Fronting Exposure. All, All or any part, part of such Defaulting Lender’s participation in Letter of Credit L/C Obligations and Swingline Loans shall be reallocated among the Non-Defaulting Lenders in accordance with their respective Revolving Commitment Credit Percentages (calculated without regard to such Defaulting Lender’s Revolving Commitment), ) but only to the extent that: that (x) the conditions set forth in Section 5.2 are satisfied at the time of such reallocation (and, unless the Borrower shall have otherwise notified the Administrative Agent at such time, the Borrower shall be deemed to have represented and warranted that such conditions are satisfied at such time); , and (y) such reallocation does not cause the aggregate Revolving Extensions of Credit Exposure at such time of any Non-Defaulting Lender to exceed such Non-Defaulting Lender’s Revolving Credit Commitment. No Subject to Section 10.17 hereof, no reallocation hereunder shall constitute a waiver or release of any claim of any party hereunder against a Defaulting Lender arising from that Lender having become a Defaulting Lender, including any claim of a Non-Defaulting Lender as a result of such Non-Defaulting Lender’s increased exposure following such reallocation.

Reallocation of Participations to Reduce Fronting Exposure. All, All or any part, part of such Defaulting Lender’s participation in Letter of Credit L/C Obligations and Swingline Swing Loans shall be reallocated among the Non-Defaulting Lenders in accordance with their respective Revolving Commitment Applicable Percentages (calculated without regard to such Defaulting Lender’s Revolving Commitment), ) but only to the extent that: that (x) the conditions set forth in Section 5.2 3.1 are satisfied at the time of such reallocation (and, unless the Borrower Borrowers shall have otherwise notified the Administrative Agent at such time, the Borrower Borrowers shall be deemed to have represented and warranted that such conditions are satisfied at such time); , and (y) such reallocation does not cause the aggregate Revolving Credit Exposure at such time of any Non-Defaulting Lender to exceed such Non-Defaulting Lender’s Revolving Credit Commitment. No reallocation hereunder shall constitute a waiver or release of any claim of any party hereunder against a Defaulting Lender arising from that Lender having become a Defaulting Lender, including any claim of a Non-Defaulting Lender as a result of such Non-Defaulting Lender’s increased exposure following such reallocation.

Reallocation of Participations to Reduce Fronting Exposure. All, All or any part, part of such Defaulting Lender’s participation in Letter of Credit LC Obligations and Swingline Swing Line Loans shall be reallocated among the Non-Defaulting Lenders in accordance with their respective Revolving Commitment Percentages Pro Rata Shares (calculated without regard to such Defaulting Lender’s Revolving Commitment), ) but only to the extent that: that (x) the conditions set forth in Section 5.2 4.2 are satisfied at the time of such reallocation (and, unless the Borrower shall have otherwise notified the Administrative Agent at such time, the Borrower shall be deemed to have represented and warranted that such conditions are satisfied at such time); , and (y) such reallocation does not cause the aggregate Revolving Outstanding Credit Exposure at such time of any Non-Defaulting Lender to exceed such Non-Defaulting Lender’s Revolving Commitment. No Subject to Section 9.15, no reallocation hereunder shall constitute a waiver or release of any claim of any party hereunder against a Defaulting Lender arising from that Lender Xxxxxx having become a Defaulting Lender, including any claim of a Non-Defaulting Lender as a result of such Non-Defaulting LenderXxxxxx’s increased exposure following such reallocation.

Reallocation of Participations to Reduce Fronting Exposure. All, All or any part, part of such Defaulting Lender’s participation in Letter Letters of Credit Obligations and Swingline Loans Swing Line Advances shall be reallocated among the Non-Defaulting Lenders in accordance with their respective Revolving Commitment Percentages Pro Rata Shares (calculated without regard to such Defaulting Lender’s Revolving Commitment), ) but only to the extent that: that (xA) the conditions set forth in Section 5.2 3.02 are satisfied at the time of such reallocation (and, unless the Borrower shall have otherwise notified the Administrative Agent at such time, the Borrower shall be deemed to have represented and warranted that such conditions are satisfied at such time); , and (yB) such reallocation does not cause the aggregate amount of any Non-Defaulting Lender’s outstanding Revolving Advances plus such Non-Defaulting Lenders participations in Letters of Credit Exposure at such time to exceed such Non-Defaulting Lender’s Revolving Commitment. No Subject to Section 10.20, no reallocation hereunder shall constitute a waiver or release of any claim of any party hereunder against a Defaulting Lender arising from that Lender having become a Defaulting Lender, including any claim of a Non-Defaulting Lender as a result of such Non-Defaulting Lender’s increased exposure following such reallocation.

Reallocation of Participations to Reduce Fronting Exposure. All, All or any part, part of such Defaulting Lender’s participation in Letter of Credit Obligations and Swingline Loans Advances shall be reallocated among the Non-Defaulting Lenders in accordance with their respective Revolving Commitment Percentages Pro Rata Shares (calculated without regard to such Defaulting Lender’s Revolving Commitment), ) but only to the extent that: that (x) the conditions set forth in Section 5.2 3.2 are satisfied at the time of such reallocation (and, unless the Borrower shall have otherwise notified the Administrative Agent at such time, the Borrower shall be deemed to have represented and warranted that such conditions are satisfied at such time); , and (y) such reallocation does not cause the aggregate Revolving Credit Exposure at such time Outstandings of any Non-Defaulting Lender to exceed such Non-Defaulting Lender’s Revolving Commitment. No Subject to Section 9.23, no reallocation hereunder shall constitute a waiver or release of any claim of any party hereunder against a Defaulting Lender arising from that Lender having become a Defaulting Lender, including any claim of a Non-Defaulting Lender as a result of such Non-Defaulting Lender’s increased exposure following such reallocation.

Reallocation of Participations to Reduce Fronting Exposure. All, All or any part, part of such Defaulting Lender’s participation in Letter of Credit Obligations LC Exposure and Swingline Loans Exposure of each Class shall be reallocated among the Non-Defaulting Lenders in accordance with their respective Revolving Commitment Applicable Dollar Percentages or Applicable Multicurrency Percentages (calculated without regard to such Defaulting Lender’s Revolving CommitmentCommitment of the applicable Class), as applicable, but only to the extent that: that (x) the conditions set forth in Section 5.2 4.02 are satisfied at the time of such reallocation (andreallocation, unless the Borrower shall have otherwise notified the Administrative Agent at such time, the Borrower shall be deemed to have represented and warranted that such conditions are satisfied at such time); and (y) such reallocation does not cause the aggregate Revolving Dollar Credit Exposure at such time or Revolving Multicurrency Credit Exposure, as applicable, of any Non-Defaulting Lender to exceed such Non-Defaulting Lender’s Revolving Dollar Commitment or Multicurrency Commitment, as applicable. No reallocation hereunder shall constitute a waiver or release of any claim of any party hereunder against a Defaulting Lender arising from that Lender Xxxxxx having become a Defaulting Lender, including any claim of a Non-Defaulting Lender as a result of such Non-Defaulting LenderXxxxxx’s increased exposure following such reallocation.

Reallocation of Participations to Reduce Fronting Exposure. All, All or any part, part of such Defaulting Lender’s participation in Letter of Credit Obligations LC Exposure and Swingline Loans Exposure (other than, in the case of a Defaulting Lender that is a Swingline Lender, the portion of such Swingline Exposure referred to in clause (b) of the definition of such term) shall be reallocated among the Non-Defaulting Lenders in accordance with their respective Revolving Commitment Applicable Percentages (calculated without regard to such Defaulting Lender’s Revolving Commitment), ) but only to the extent that: that (x) the conditions set forth in Section 5.2 4.02 are satisfied at the time of such reallocation (and, unless the Borrower shall have otherwise notified the Administrative Agent at such time, the Borrower shall be deemed to have represented and warranted that such conditions are satisfied at such time); and (y) such reallocation does not cause the aggregate Revolving Credit Exposure at such time of any Non-Defaulting Lender to exceed such Non-Defaulting Lender’s Revolving Commitment. No reallocation hereunder shall constitute a waiver or release of any claim of any party hereunder against a Defaulting Lender arising from that Lender Xxxxxx having become a Defaulting Lender, including any claim of a Non-Defaulting Lender as a result of such Non-Defaulting LenderXxxxxx’s increased exposure following such reallocation.

Reallocation of Participations to Reduce Fronting Exposure. All, All or any part, part of the Participation Interests of such Defaulting Lender’s participation Lender in Letter of Credit the LOC Obligations and Swingline Loans shall be reallocated among the Nonnon-Defaulting Lenders in accordance with their respective Revolving Commitment Percentages (calculated without regard to such Defaulting Lender’s Revolving Commitment), Ratable Shares but only to the extent that: (x) the sum of all non-Defaulting Lenders’ outstanding Advances and Participation Interests LOC Obligations plus such Defaulting Lender’s Participation Interest LOC Obligations does not exceed the total of all non-Defaulting Lenders’ Commitments and (y) the conditions set forth in Section 5.2 5.03 are satisfied at the such time of such reallocation (and, unless the Borrower Whirlpool shall have otherwise notified the Administrative Agent at such time, the Borrower Whirlpool shall be deemed to have represented and warranted that such conditions are satisfied at such time); and (y) such reallocation does not cause the aggregate Revolving Credit Exposure at such time . Subject to exceed such Non-Defaulting Lender’s Revolving Commitment. No Section 10.14, no reallocation hereunder shall constitute a waiver or release of any claim of any party hereunder against a Defaulting Lender arising from that Lender having become a Defaulting Lender, including any claim of a Non-Defaulting Lender as a result of such Non-Defaulting Lender’s increased exposure following such reallocation.

Reallocation of Participations to Reduce Fronting Exposure. All, All or any part, part of such Defaulting Lender’s participation in Letter of Credit L/C Obligations and Swingline Loans shall be reallocated among the Non-Defaulting Lenders in accordance with their respective Revolving Commitment Percentages (calculated without regard to such Defaulting Lender’s Revolving Commitment), ) but only to the extent that: that (xA) the conditions set forth in Section 5.2 3.1 are satisfied at the such time of such reallocation (and, unless the Borrower shall have otherwise notified the Administrative Agent at such the time, the Borrower shall be deemed to have represented and warranted that such conditions are satisfied at such time); , and (yB) such reallocation does not cause the aggregate principal amount of Revolving Credit Exposure at such time Loans and participating interests in L/C Obligations of any Non-Defaulting Lender to exceed such Non-Defaulting Lender’s Revolving Credit Commitment. No Subject to Section 10.26, no reallocation hereunder shall constitute a waiver or release of any claim of any party hereunder against a Defaulting Lender arising from that Lender having become a Defaulting Lender, including any claim of a Non-Defaulting Lender as a result of such Non-Defaulting Lender’s increased exposure following such reallocation.

Reallocation of Participations to Reduce Fronting Exposure. All, All or any part, part of such Defaulting Lender’s participation in Letter of Credit LC Obligations and Swingline Swing Line Loans shall be reallocated among the Nonnon-Defaulting Lenders in accordance with their respective Revolving Commitment Percentages Pro Rata Shares (calculated without regard to such Defaulting Lender’s Revolving Commitment), ) but only to the extent that: that (x) the conditions set forth in Section 5.2 4.2 are satisfied at the time of such reallocation (and, unless the Borrower Borrowers shall have otherwise notified the Administrative Agent at such time, the Borrower Borrowers shall be deemed to have represented and warranted that such conditions are satisfied at such time); , and (y) such reallocation does not cause the aggregate Revolving Outstanding Credit Exposure at such time of any non-Defaulting Lender to exceed such Nonnon-Defaulting Lender’s Revolving Commitment. No Subject to Section 9.16, no reallocation hereunder shall constitute a waiver or release of any claim of any party hereunder against a Defaulting Lender arising from that Lender having become a Defaulting Lender, including any claim of a Nonnon-Defaulting Lender as a result of such Nonnon-Defaulting Lender’s increased exposure following such reallocation.

Reallocation of Participations to Reduce Fronting Exposure. All, All or any part, part of such Defaulting Lender’s participation in Letter of Credit Obligations and Swingline Swing Line Loans shall be reallocated among the Non-Defaulting Lenders in accordance with their respective Revolving Commitment Percentages Pro Rata Shares (calculated without regard to such Defaulting Lender’s Revolving Commitment), ) but only to the extent that: that (x) the conditions set forth in Section 5.2 4.2 are satisfied at the time of such reallocation (and, unless the Borrower shall have otherwise notified the Administrative Agent at such time, the Borrower shall be deemed to have represented and warranted that such conditions are satisfied at such time); , and (y) such reallocation does not cause any Non-Defaulting Lender’s Pro Rata Share of the aggregate Revolving Credit Exposure at such time Facility Usage to exceed such Non-Defaulting Lender’s Revolving Commitment. No reallocation hereunder shall constitute a waiver or release of any claim of any party hereunder against a Defaulting Lender arising from that Lender having become a Defaulting Lender, including any claim of a Non-Defaulting Lender as a result of such Non-Defaulting Lender’s increased exposure following such reallocation.

Reallocation of Participations to Reduce Fronting Exposure. All, All or any part, part of such Defaulting Lender’s participation in Letter of Credit Obligations and Swingline Loans LC Exposure shall be reallocated among the Non-Defaulting Lenders in accordance with their respective Revolving Commitment Applicable Percentages (calculated without regard to such Defaulting Lender’s Revolving Commitment), Maximum Credit Amount) but only to the extent that: that (x) the conditions set forth in Section 5.2 6.02 are satisfied at the time of such reallocation (and, unless the Borrower shall have otherwise notified the Administrative Agent at such time, the Borrower shall be deemed to have represented and warranted that such conditions are satisfied at such time); , and (y) such reallocation does not cause the aggregate Revolving Credit Exposure at such time of any Non-Defaulting Lender to exceed such Non-Defaulting Lender’s Revolving CommitmentCommitment then in effect. No Subject to Section 12.18, no reallocation hereunder shall constitute a waiver or release of any claim of any party hereunder against a Defaulting Lender arising from that Lender having become a Defaulting Lender, including any claim of a Non-Defaulting Lender as a result of such Non-Defaulting Lender’s increased exposure following such reallocation.

Reallocation of Participations to Reduce Fronting Exposure. All, All or any part, part of such Defaulting Lender’s participation in Letter of Credit Obligations Outstandings and Swingline Swing Loans shall be reallocated among the Non-Defaulting Lenders in accordance with their respective Revolving Commitment applicable Percentages (calculated without regard to such Defaulting Lender’s Revolving Commitment), ) but only to the extent that: that (x) the conditions set forth in Section 5.2 are satisfied at the time of such reallocation (and, unless the Borrower Borrowers shall have otherwise notified the Administrative Agent at such time, the Borrower Borrowers shall be deemed to have represented and warranted that such conditions are satisfied at such time); , and (y) such reallocation does not cause the aggregate outstanding principal amount of all Revolving Credit Exposure at such time Loans of any Non-Defaulting Lender to exceed such Non-Defaulting Lender’s Revolving Loan Commitment. No reallocation hereunder shall constitute a waiver or release of any claim of any party hereunder against a Defaulting Lender arising from that Lender having become a Defaulting Lender, including any claim of a Non-Defaulting Lender as a result of such Non-Defaulting Lender’s increased exposure following such reallocation.

Reallocation of Participations to Reduce Fronting Exposure. All, All or any part, part of such Defaulting Lender’s participation in Letter of Credit Obligations and Swingline Swing Loans shall be reallocated among the Non-Defaulting Lenders in accordance with their respective Revolving Commitment Percentages (calculated without regard to such Defaulting Lender’s Revolving Commitment), ) but only to the extent that: that (x) the conditions set forth in Section 5.2 4.2 are satisfied at the time of such reallocation (and, unless the Borrower shall have otherwise notified the Administrative Agent at such time, the Borrower shall be deemed to have represented and warranted that such conditions are satisfied at such time); , and (y) such reallocation does not cause the aggregate amount of Revolving Loans and Unused Revolving Credit Exposure at such time Commitments of any Non-Defaulting Lender to exceed such Non-Defaulting Lender’s Revolving Credit Commitment. No Subject to Section 11.12, no reallocation hereunder shall constitute a waiver or release of any claim of any party hereunder against a Defaulting Lender arising from that Lender having become a Defaulting Lender, including any claim of a Non-Defaulting Lender as a result of such Non-Defaulting Lender’s increased exposure following such reallocation.

Reallocation of Participations to Reduce Fronting Exposure. All, All or any part, part of such Defaulting Lender’s participation in Letter of Credit L/C Obligations and Swingline Loans shall be reallocated among the Non-Defaulting Lenders in accordance with their respective Revolving Commitment Revolver Percentages (calculated without regard to such Defaulting Lender’s Revolving Commitment), Commitments) but only to the extent that: that (x) the conditions set forth in Section 5.2 7.1 are satisfied at the time of such reallocation (and, unless the Borrower shall have otherwise notified the Administrative Agent at such time, the Borrower shall be deemed to have represented and warranted that such conditions are satisfied at such time); , and (y) such reallocation does not cause the aggregate Revolving Credit Exposure at such time Loans and interests in L/C Obligations of any Non-Defaulting Lender to exceed such Non-Defaulting LenderXxxxxx’s Revolving Commitment. No reallocation hereunder shall constitute a waiver or release of any claim of any party hereunder against a Defaulting Lender arising from that Lender Xxxxxx having become a Defaulting Lender, including any claim of a Non-Defaulting Lender as a result of such Non-Defaulting LenderXxxxxx’s increased exposure following such reallocation.

Reallocation of Participations to Reduce Fronting Exposure. All, All or any part, part of such Defaulting Lender’s participation in Letter of Credit Obligations and Swingline Loans LC Exposure shall be reallocated among the Non-Defaulting Lenders in accordance with their respective Revolving Commitment Applicable Percentages (calculated without regard to such Defaulting Lender’s Revolving Commitment), ) but only to the extent that: that (x) the conditions set forth in Section 5.2 6.02 are satisfied at the time of such reallocation (and, unless the Borrower shall have otherwise notified the Administrative Agent at such time, the Borrower shall be deemed to have represented and warranted that such conditions are satisfied at such time); , and (y) such reallocation does not cause the aggregate Revolving Credit Exposure at such time of any Non-Defaulting Lender to exceed such Non-Defaulting Lender’s Revolving CommitmentMaximum Credit Amount. No Subject to Section 12.20, no reallocation hereunder shall constitute a waiver or release of any claim of any party hereunder against a Defaulting Lender arising from that Lender having become a Defaulting Lender, including any claim of a Non-Defaulting Lender as a result of such Non-Defaulting Lender’s increased exposure following such reallocation.

Reallocation of Participations to Reduce Fronting Exposure. All, All or any part, part of such Defaulting Lender’s participation in Letter of Credit L/C Obligations and Swingline Swing Line Loans shall be reallocated among the Non-Defaulting Lenders in accordance with their respective Revolving Commitment Percentages Pro Rata Shares (calculated without regard to such Defaulting Lender’s Revolving Commitment), ) but only to the extent that: that (x) the conditions set forth in Section 5.2 4.02 are satisfied at the time of such reallocation (and, unless the Borrower shall have otherwise notified the Administrative Agent at such time, the Borrower shall be deemed to have represented and warranted that such conditions are satisfied at such time); , and (y) such reallocation does not cause the aggregate Revolving Credit Exposure at such time Pro Rata Share of any Non-Defaulting Lender in the Total Outstandings to exceed such Non-Defaulting Lender’s Revolving Commitment. No Subject to Section 10.22, no reallocation hereunder shall constitute a waiver or release of any claim of any party hereunder against a Defaulting Lender arising from that Lender having become a Defaulting Lender, including any claim of a Non-Defaulting Lender as a result of such Non-Defaulting Lender’s increased exposure following such reallocation.

Reallocation of Participations to Reduce Fronting Exposure. All, All or any part, part of such Defaulting Lender’s participation in Letter of Credit Obligations Outstandings and Swingline Swing Loans shall be reallocated among the Non-Defaulting Lenders in accordance with their respective Revolving Commitment applicable Percentages (calculated without regard to such Defaulting Lender’s Revolving Commitment), ) but only to the extent that: that (x) the conditions set forth in Section 5.2 are satisfied at the time of such reallocation (and, unless the Borrower shall have otherwise notified the Administrative Agent at such time, the Borrower shall be deemed to have represented and warranted that such conditions are satisfied at such time); , and (y) such reallocation does not cause the aggregate outstanding principal amount of all Revolving Credit Exposure at such time Loans of any Non-Defaulting Lender to exceed such Non-Defaulting Lender’s Revolving Loan Commitment. No reallocation hereunder shall constitute a waiver or release of any claim of any party hereunder against a Defaulting Lender arising from that Lender having become a Defaulting Lender, including any claim of a Non-Defaulting Lender as a result of such Non-Defaulting Lender’s increased exposure following such reallocation.

Reallocation of Participations to Reduce Fronting Exposure. All, All or any part, part of such Defaulting Lender’s participation in Letter of Credit L/C Obligations and Swingline Swing Loans shall be reallocated among the Non-Defaulting Lenders in accordance with their respective Revolving Commitment -140‑ Percentages (calculated without regard to such Defaulting Lender’s Revolving Commitment), ) but only to the extent that: that (xA) the conditions set forth in Section 5.2 3.1 are satisfied at the such time of such reallocation (and, unless the Borrower Borrowers shall have otherwise notified the Administrative Agent at such the time, the Borrower Borrowers shall be deemed to have represented and warranted that such conditions are satisfied at such time); , and (yB) such reallocation does not cause the aggregate principal amount of Revolving Credit Exposure at such time Loans and participating interests in L/C Obligations and Swing Loans of any Non-Defaulting Lender to exceed such Non-Defaulting Lender’s Revolving Commitment. No reallocation hereunder shall constitute a waiver or release of any claim of any party hereunder against a Defaulting Lender arising from that Lender having become a Defaulting Lender, including any claim of a Non-Defaulting Lender as a result of such Non-Defaulting Lender’s increased exposure following such reallocation.

Reallocation of Participations to Reduce Fronting Exposure. All, All or any part, part of such Defaulting Lender’s participation in Letter of Credit LC Obligations and Swingline Swing Line Loans shall be reallocated among the Nonnon-Defaulting Lenders in accordance with their ​ respective Revolving Commitment Percentages Pro Rata Shares (calculated without regard to such Defaulting Lender’s Revolving Commitment), ) but only to the extent that: that (x) the conditions set forth in Section 5.2 4.2 are satisfied at the time of such reallocation (and, unless the Borrower Borrowers shall have otherwise notified the Administrative Agent at such time, the Borrower Borrowers shall be deemed to have represented and warranted that such conditions are satisfied at such time); , and (y) such reallocation does not cause the aggregate Revolving Outstanding Credit Exposure at such time of any non-Defaulting Lender to exceed such Nonnon-Defaulting Lender’s Revolving Commitment. No Subject to Section 9.16, no reallocation hereunder shall constitute a waiver or release of any claim of any party hereunder against a Defaulting Lender arising from that Lender Xxxxxx having become a Defaulting Lender, including any claim of a Nonnon-Defaulting Lender as a result of such Nonnon-Defaulting LenderXxxxxx’s increased exposure following such reallocation.

Reallocation of Participations to Reduce Fronting Exposure. All, All or any part, part of such Defaulting Lender’s participation in Letter of Credit Obligations LC Outstandings and Swingline Swing Loans shall be reallocated among the Non-Defaulting Lenders in accordance with their respective Revolving Commitment Percentages Facility Percentage (calculated without regard to such Defaulting Lender’s Revolving Commitment), ) but only to the extent that: (x) the conditions set forth in Section 5.2 are satisfied at the time of such reallocation (and, unless the Borrower shall have otherwise notified the Administrative Agent at such time, the Borrower shall be deemed to have represented and warranted that such conditions are satisfied at such time); and (y) such reallocation does not cause the aggregate Revolving Credit Facility Exposure at such time of any Non-Defaulting Lender to exceed such Non-Defaulting Lender’s Revolving Commitment. No reallocation hereunder shall constitute a waiver or release of any claim of any party hereunder against a Defaulting Lender arising from that Lender having become a Defaulting Lender, including any claim of a Non-Defaulting Lender as a result of such Non-Defaulting Lender’s increased exposure following such reallocation. Notwithstanding anything in this subpart (iv) to the contrary, such Defaulting Lender’s participation in LC Outstandings and Swing Loans shall only be reallocated among the Non-Defaulting Lenders if the conditions precedent under Section 4.02(b) are satisfied at the time of such reallocation.

Reallocation of Participations to Reduce Fronting Exposure. All, All or any part, part of such Defaulting Lender’s participation in Letter Letters of Credit Obligations and Swingline Swing Line Loans shall will be reallocated among the Non-Defaulting Lenders in accordance with their respective Revolving Commitment Percentages Pro Rata Shares (calculated without regard to such Defaulting Lender’s Revolving Commitment), ) but only to the extent that: that (xi) the conditions set forth in Section 5.2 subsection 4.2 are satisfied at the time of such reallocation (and, unless the Borrower shall Company will have otherwise notified the Administrative Agent at such Ruths_Second Amended and Restated Credit Agreement (2) time, the Borrower shall Company will be deemed to have represented and warranted that such conditions are satisfied at such time); , and (yii) such reallocation does not cause the aggregate Revolving Credit Exposure at such time of any Non-Defaulting Lender to exceed such Non-Defaulting Lender’s Revolving Loan Commitment. No reallocation hereunder shall will constitute a waiver or release of any claim of any party hereunder against a Defaulting Lender arising from that Lender having become a Defaulting Lender, including any claim of a Non-Defaulting Lender as a result of such Non-Defaulting Lender’s increased exposure following such reallocation.

Reallocation of Participations to Reduce Fronting Exposure. All, All or any part, part of such Defaulting Lender’s participation in Letter of Credit L/C Obligations and Swingline Loans shall be reallocated among the Non-Defaulting Lenders in accordance with their respective Revolving Commitment Percentages of the relevant Commitments (calculated without regard to such Defaulting Lender’s Revolving Commitment), Commitments) but only to the extent that: that (x) the conditions set forth in Section 5.2 7.1 are satisfied at the time of such reallocation (and, unless the Borrower shall have otherwise notified the Administrative Agent at such time, the Borrower shall be deemed to have represented and warranted that such conditions are satisfied at such time); , and (y) such reallocation does not cause the aggregate Revolving Credit Exposure at such time Loans and interests in L/C Obligations of any Non-Defaulting Lender to exceed such Non-Defaulting Lender’s Revolving Credit Commitment. No Subject to Section 13.21, no reallocation hereunder shall constitute a waiver or release of any claim of any party hereunder against a Defaulting Lender arising from that Lender having become a Defaulting Lender, including any claim of a Non-Defaulting Lender as a result of such Non-Defaulting Lender’s increased exposure following such reallocation.

Reallocation of Participations to Reduce Fronting Exposure. All, All or any part, part of such Defaulting Lender’s participation in Letter Letters of Credit Obligations and Swingline Loans shall be reallocated among the Non-Defaulting Lenders in accordance with their respective Revolving Commitment Percentages Pro Rata Shares (calculated without regard to such Defaulting Lender’s Revolving Commitment), ) but only to the extent that: that (xA) the conditions set forth in Section 5.2 4.01 are satisfied at the time of such reallocation (and, unless the Borrower shall have otherwise notified the Administrative Agent at such time, the Borrower shall be deemed to have represented and warranted that such conditions are satisfied at such time); , and (yB) such reallocation does not cause the aggregate Revolving Credit Exposure at such time of any Non-Defaulting Lender to exceed such Non-Defaulting Lender’s Revolving Commitment. No Subject to Section 10.25, no reallocation hereunder shall constitute a waiver or release of any claim of any party hereunder against a Defaulting Lender arising from that Lender Xxxxxx having become a Defaulting Lender, including any claim of a Non-Defaulting Lender as a result of such Non-Defaulting Lender’s increased exposure following such reallocation.

Reallocation of Participations to Reduce Fronting Exposure. All, All or any part, part of such Defaulting Lender’s participation in Letter of Credit Obligations and Swingline Loans Risk Participation Exposure shall be reallocated among the Non-Defaulting Lenders in accordance with their respective Revolving Commitment Percentages Ratable Shares (calculated without regard to such Defaulting Lender’s Revolving Commitment), ) but only to the extent that: that (xA) the conditions set forth in Section 5.2 Article 7 are satisfied at the time of such reallocation (and, unless the Borrower Holdings shall have otherwise notified the Administrative Agent at such time, the Borrower Borrowers shall be deemed to have represented and warranted that such conditions are satisfied at such time); , and (yB) such reallocation does not cause the aggregate principal amount of the Revolving Credit Exposure at such time Loans, plus the Risk Participation Exposure, of any Non-Defaulting Lender to exceed such Non-Defaulting Lender’s Revolving Commitment. No Subject to Section 15.16, no reallocation hereunder shall constitute a waiver or release of any claim of any party hereunder against a Defaulting Lender arising from that Lender Xxxxxx having become a Defaulting Lender, including any claim of a Non-Non- Defaulting Lender as a result of such Non-Defaulting LenderXxxxxx’s increased exposure following such reallocation.. ​

Reallocation of Participations to Reduce Fronting Exposure. All, All or any part, part of such Defaulting Lender’s participation in Letter of Credit LC Obligations and Swingline Swing Line Loans shall be reallocated among the Non-Defaulting Lenders in accordance with their respective Revolving Commitment Percentages Pro Rata Shares (calculated determined without regard to such Defaulting Lender’s Revolving Commitment), ) but only to the extent that: that (x) the conditions set forth in Section 5.2 Article IV are satisfied at the time of such reallocation (and, unless the Borrower shall have otherwise notified the Administrative Agent at such time, the Borrower shall be deemed to have represented and warranted that such conditions are satisfied at such time); , and (y) such reallocation does not cause the aggregate Revolving Outstanding Credit Exposure at such time of any Non-Defaulting Lender to exceed such Non-Defaulting Lender’s Revolving Commitment. No Subject to Section 9.18, no reallocation hereunder shall constitute a waiver or release of any claim of any party hereunder against a Defaulting Lender arising from that Lender having become a Defaulting Lender, including any claim of a Non-Defaulting Lender as a result of such Non-Defaulting Lender’s increased exposure following such reallocation.

Reallocation of Participations to Reduce Fronting Exposure. All, All or any part, part of such Defaulting Lender’s participation in the Letter of Credit Obligations and Swingline Loans shall be reallocated among the Non-Defaulting Lenders in accordance with their respective Revolving Commitment Percentages Pro Rata Shares (calculated without regard to such Defaulting Lender’s Revolving Commitment), applicable Commitments) but only to the extent that: that (x) the conditions set forth in Section 5.2 3.02 are satisfied at the time of such reallocation (and, unless the Borrower shall have otherwise notified the Administrative Agent at such time, the Borrower shall be deemed to have represented and warranted that such conditions are satisfied at such time); , and (y) such reallocation does not cause the sum of (1) the aggregate Revolving amount of Advances owing to such Non-Defaulting Lender, plus (2) such Non-Defaulting Lender’s participation in Letters of Credit Exposure at such time to exceed such Non-Defaulting Lender’s Revolving Commitment. No reallocation hereunder shall constitute a waiver or release of any claim of any party hereunder against a Defaulting Lender arising from that Lender having become a Defaulting Lender, including any claim of a Non-Defaulting Lender as a result of such Non-Defaulting Lender’s increased exposure following such reallocation.

Reallocation of Participations to Reduce Fronting Exposure. All, All or any part, part of such Defaulting Lender’s participation in Letter of Credit Obligations and Swingline Loans LC Outstandings shall be reallocated among the Non-Defaulting Lenders in accordance with their respective Revolving Commitment Facility Percentages (calculated without regard to such Defaulting Lender’s Revolving Commitment), ) but only to the extent that: that (x) the conditions set forth in Section 5.2 4.02 are satisfied at the time of such reallocation (and, unless the Borrower shall have otherwise notified the Administrative Agent at such time, the Borrower shall be deemed to have represented and warranted that such conditions are satisfied at such time); , and (y) such reallocation does not cause the aggregate Revolving Credit Facility Exposure at such time of any Non-Defaulting Lender to exceed such Non-Defaulting Lender’s Revolving Commitment. No reallocation hereunder shall constitute a waiver or release of any claim of any party hereunder against a Defaulting Lender arising from that Lender having become a Defaulting Lender, including any claim of a Non-Defaulting Lender as a result of such Non-Defaulting Lender’s increased exposure following such reallocation.

Reallocation of Participations to Reduce Fronting Exposure. All, All or any part, part of such Defaulting Lender’s participation in Letter of Credit L/C Obligations and Swingline Loans shall be reallocated among the Non-Defaulting Lenders in accordance with their respective Revolving Commitment Percentages (calculated without regard to such Defaulting Lender’s Revolving Commitment), ) but only to the extent that: that (x) the conditions set forth in Section 5.2 are satisfied at the time of such reallocation (and, unless the Borrower shall have otherwise notified the Administrative Agent at such time, the Borrower shall be deemed to have represented and warranted that such conditions are satisfied at such time); , and (y) such reallocation does not cause the aggregate Revolving Credit Exposure at such time of any Non-Defaulting Lender to exceed such Non-Defaulting Lender’s Revolving Commitment. No Subject to Section 11.22, no reallocation hereunder shall constitute a waiver or release of any claim of any party hereunder against a Defaulting Lender arising from that Lender Xxxxxx having become a Defaulting Lender, including any claim of a Non-Defaulting Lender as a result of such Non-Defaulting LenderXxxxxx’s increased exposure following such reallocation.

Reallocation of Participations to Reduce Fronting Exposure. All, All or any part, part of such Defaulting Lender’s participation in Letter of Credit L/C Obligations and Swingline Swing Line Loans shall be reallocated among the Non-Defaulting Lenders in accordance with their respective Revolving Commitment Applicable Percentages (calculated without regard to such Defaulting Lender’s Revolving Commitment), ) but only to the extent that: that (x) the conditions set forth in Section 5.2 5.02 are satisfied at the time of such reallocation (and, unless the WEST\275206959.13 Borrower shall have otherwise notified the Administrative Agent at such time, the Borrower shall be deemed to have represented and warranted that such conditions are satisfied at such time); , and (y) such reallocation does not cause the aggregate Revolving Credit Exposure at such time of any Non-Defaulting Lender to exceed such Non-Defaulting Lender’s Revolving Commitment. No Subject to Section 11.19, no reallocation hereunder shall constitute a waiver or release of any claim of any party hereunder against a Defaulting Lender arising from that Lender having become a Defaulting Lender, including any claim of a Non-Defaulting Lender as a result of such Non-Defaulting Lender’s increased exposure following such reallocation.

Reallocation of Participations to Reduce Fronting Exposure. All, All or any part, part of such Defaulting Lender’s participation in Letter of Credit LC Obligations and Swingline Loans shall be reallocated among the Non-Defaulting Lenders that are Revolving Lenders in accordance with their respective Revolving Commitment Percentages Pro Rata Shares (calculated without regard to such Defaulting Lender’s Revolving Commitment), ) but only to the extent that: that (xA) the conditions set forth in Section 5.2 4.2 are satisfied at the time of such reallocation (and, and unless the Borrower shall have otherwise notified the Administrative Agent at such time, the Borrower shall be deemed to have represented and warranted that such conditions are satisfied at such time); , and (yB) such reallocation does not cause the aggregate Revolving Credit Exposure at such time of any Non-Defaulting Lender to exceed such Non-Defaulting Lender’s Revolving Commitment. No Subject to Section 9.15, no reallocation hereunder shall constitute a waiver or release of any claim of any party hereunder against a Defaulting Lender arising from that Lender Xxxxxx having become a Defaulting Lender, including any claim of a Non-Defaulting Lender as a result of such Non-Defaulting LenderXxxxxx’s increased exposure following such reallocation.

Reallocation of Participations to Reduce Fronting Exposure. All, All or any part, part of such Defaulting Lender’s participation in Letter of Credit Obligations and Swingline Loans Swing Advances shall be reallocated among the Non-Defaulting Lenders in accordance with their respective Revolving Commitment Applicable Percentages (calculated without regard to such Defaulting Lender’s Revolving Revolver Commitment), ) but only to the extent that: that (x) the conditions set forth in Section 5.2 3.02 are satisfied at the time of such reallocation (and, unless the Borrower shall have otherwise notified the Administrative Agent at such time, the Borrower shall be deemed to have represented and warranted that such conditions are satisfied at such time); , and (y) such reallocation does not cause the aggregate Revolving outstanding principal amount of the Revolver Advances of any Non-Defaulting Lender together with such Non-Defaulting Lender’s Applicable Percentage of the aggregate outstanding principal amount of all Swing Line Advances and Letter of Credit Exposure at such time Obligations, to exceed such Non-Defaulting Lender’s Revolving Revolver Commitment. No reallocation hereunder shall constitute a waiver or release of any claim of any party hereunder against a Defaulting Lender arising from that Lender having become a Defaulting Lender, including any claim of a Non-Defaulting Lender as a result of such Non-Defaulting Lender’s increased exposure following such reallocation.

Reallocation of Participations to Reduce Fronting Exposure. All, All or any part, part of such Defaulting Lender’s participation in Letter of Credit LC Obligations and Swingline Swing Line Loans shall be reallocated among the Non-Defaulting Lenders in accordance with their respective Revolving Commitment Percentages Pro Rata Shares (calculated without regard to such Defaulting Lender’s Revolving Commitment), ) but only to the extent that: that (x) the conditions set forth in Section 5.2 4.2 are satisfied at the time of such reallocation (and, unless the Borrower shall have otherwise notified the Administrative Agent at 6090356 -00- Xxxxxxxx Xxxxxx LLP such time, the Borrower shall be deemed to have represented and warranted that such conditions are satisfied at such time); , and (y) such reallocation does not cause the aggregate Revolving Outstanding Credit Exposure at such time of any Non-Defaulting Lender to exceed such Non-Defaulting Lender’s Revolving Commitment. No reallocation hereunder shall constitute a waiver or release of any claim of any party hereunder against a Defaulting Lender arising from that Lender having become a Defaulting Lender, including any claim of a Non-Defaulting Lender as a result of such Non-Defaulting Lender’s increased exposure following such reallocation.

Reallocation of Participations to Reduce Fronting Exposure. All, All or any part, part of such Defaulting Lender’s participation in Letter Letters of Credit Obligations and Swingline Loans shall be reallocated among the Non-Defaulting Lenders in accordance with their respective Revolving Commitment Percentages pro rata Commitments (calculated without regard to such Defaulting Lender’s Revolving Commitment), ) but only to the extent that: that (x) the conditions set forth in Section 5.2 4.01 are satisfied at the time of such reallocation (and, unless the Borrower Borrowers shall have otherwise notified the Administrative Agent at such time, the Borrower Borrowers shall be deemed to have represented and warranted that such conditions are satisfied at such time); , and (y) such reallocation does not cause the aggregate Revolving Facility Credit Exposure at such time of any Non-Defaulting Lender to exceed such Non-Defaulting Lender’s Revolving Facility Commitment. No Subject to Section 9.25, no reallocation hereunder shall constitute a waiver or release of any claim of any party hereunder against a Defaulting Lender arising from that Lender having become a Defaulting Lender, including any claim of a Non-Defaulting Lender as a result of such Non-Defaulting Lender’s increased exposure following such reallocation.

Reallocation of Participations to Reduce Fronting Exposure. All, All or any part, part of such Defaulting Lender’s participation in Letter of Credit Obligations and Swingline Swing Line Loans shall be reallocated among the Non-Defaulting Lenders in accordance with their respective Revolving Commitment Percentages (calculated without regard to such Defaulting Lender’s Revolving Commitment), ) but only to the extent that: that (x) the conditions set forth in Section 5.2 are satisfied at the time of such reallocation (and, unless the Borrower shall have otherwise notified the Administrative Agent at such time, the Borrower shall be deemed to have represented and warranted that such conditions are satisfied at such time); , and (y) such reallocation does not cause the aggregate Revolving Credit Exposure at such time Loans and participations in Swing Line Loans of any Non-Defaulting Lender to exceed such Non-Defaulting Lender’s Revolving Commitment. No reallocation hereunder shall constitute a waiver or release of any claim of any party hereunder against a Defaulting Lender arising from that Lender having become a Defaulting Lender, including any claim of a Non-Defaulting Lender as a result of such Non-Defaulting Lender’s increased exposure following such reallocation.

Reallocation of Participations to Reduce Fronting Exposure. All, All or any part, part of such Defaulting Lender’s participation in Letter of Credit L/C Obligations and Swingline Loans shall be reallocated among the Non-Defaulting Lenders in accordance with their respective Revolving Commitment Percentages Pro Rata Shares (calculated without regard to such Defaulting Lender’s Revolving Commitment), ) but only to the extent that: that (xA) the conditions set forth in Section 5.2 4.02 are satisfied at the time of such reallocation (and, unless the Borrower shall have otherwise notified the Administrative Agent at such time, the Borrower shall be deemed to have represented and warranted that such conditions are satisfied at such time); , and (yB) such reallocation does not cause the aggregate Revolving Credit Exposure at such time Outstanding Amount of all Loans and L/C Obligations of any Non-Defaulting Lender to exceed such Non-Defaulting Lender’s Revolving Commitment. No reallocation hereunder shall constitute a waiver or release of any claim of any party hereunder against a Defaulting Lender arising from that Lender having become a Defaulting Lender, including any claim of a Non-Defaulting Lender as a result of such Non-Defaulting Lender’s increased exposure following such reallocation.

Reallocation of Participations to Reduce Fronting Exposure. All, All or any part, part of such Defaulting Lender’s participation in Letter of Credit LOC Obligations and Swingline Loans shall be reallocated among the Non-Defaulting Lenders in accordance with their respective Revolving Commitment Percentages (calculated determined without regard to such Defaulting Lender’s Revolving Commitment), ) but only to the extent that: that (x) the conditions set forth in Section 5.2 4 are satisfied at the time of such reallocation (and, unless the Borrower shall have otherwise notified the Administrative Agent at such time, the Borrower shall be deemed to have represented and warranted that such conditions are satisfied at such time); , and (y) such reallocation does not cause the aggregate Revolving Credit Exposure at such time of any Non-Defaulting Lender to exceed such Non-Defaulting Lender’s Revolving Commitment. No NoSubject to Section 10.21, no reallocation hereunder shall constitute a waiver or release of any claim of any party hereunder against a Defaulting Lender arising from that Lender having become a Defaulting Lender, including any claim of a Non-Defaulting Lender as a result of such Non-Defaulting Lender’s increased exposure following such reallocation.

Reallocation of Participations to Reduce Fronting Exposure. All, All or any part, part of such Defaulting Lender’s participation in Letter of Credit L/C Obligations and Swingline Loans Swing Line Advances shall be reallocated among the Non-Defaulting Lenders in accordance with their respective Revolving Commitment Percentages Pro Rata Shares (calculated without regard to such Defaulting Lender’s Revolving Commitment), ) but only to the extent that: that (x) the conditions set forth in Section 5.2 3.02 are satisfied at the time of such reallocation (and, unless the Borrower shall have otherwise notified the Administrative Agent at such time, the Borrower shall be deemed to have represented and warranted that such conditions are satisfied at such time); ) and (y) such reallocation does not cause the aggregate Revolving Credit Exposure at such time exposure of any Non-Defaulting Lender to exceed such Non-Defaulting Lender’s Revolving Commitment. No reallocation hereunder shall constitute a waiver or release of any claim of any party hereunder against a Defaulting Lender arising from that Lender having become a Defaulting Lender, including any claim of a Non-Defaulting Lender as a result of such Non-Defaulting Lender’s increased exposure following such reallocation.

Reallocation of Participations to Reduce Fronting Exposure. All, All or any part, part of such Defaulting Lender’s participation in Letter of Credit L/C Obligations and Swingline Swing Line Loans shall be reallocated among the Non-Defaulting Lenders in accordance with their respective Revolving Commitment Percentages (calculated without regard to such Defaulting Lender’s Revolving Commitment), ) but only to the extent that: that (x) the conditions set forth in Section 5.2 4.2 are satisfied at the time of such reallocation (and, unless the Borrower shall have otherwise notified the Administrative Agent at such time, the Borrower shall be deemed to have represented and warranted that such conditions are satisfied at such time); , and (y) such reallocation does not cause the aggregate Revolving Credit Exposure at such time amount of the Commitments of any Non-Defaulting Lender to exceed such Non-Defaulting Lender’s Revolving Commitment. No Subject to Section 9.21, no reallocation hereunder shall constitute a waiver or release of any claim of any party hereunder against a Defaulting Lender arising from that Lender having become a Defaulting Lender, including any claim of a Non-Defaulting Lender as a result of such Non-Defaulting Lender’s increased exposure following such reallocation.

Reallocation of Participations to Reduce Fronting Exposure. All, All or any part, part of such Defaulting Lender’s participation in Letter of Credit L/C Obligations and Swingline Loans shall be reallocated among the Non-Defaulting Lenders in accordance with their respective Revolving Commitment Applicable Percentages (calculated without regard to such Defaulting Lender’s Revolving Commitment), ) but only to the extent that: that (x) the conditions set forth in Section 5.2 4.02 are satisfied at the time of such reallocation (and, unless the Borrower shall have otherwise notified the Administrative Agent at such time, the Borrower shall WEST\258439317.6 319678-00008962 be deemed to have represented and warranted that such conditions are satisfied at such time); , and (y) such reallocation does not cause the aggregate Revolving Credit Exposure at such time of any Non-Defaulting Lender to exceed such Non-Defaulting Lender’s Revolving Commitment. No reallocation hereunder shall constitute a waiver or release of any claim of any party hereunder against a Defaulting Lender arising from that Lender having become a Defaulting Lender, including any claim of a Non-Defaulting Lender as a result of such Non-Defaulting Lender’s increased exposure following such reallocation.

Reallocation of Participations to Reduce Fronting Exposure. All, All or any part, part of such Defaulting Lender’s participation in Letter Letters of Credit Obligations and Swingline Swing Line Loans shall be reallocated among the Non-Defaulting Revolving Lenders in accordance with their respective Revolving Commitment Percentages Pro Rata Shares (calculated without regard to such Defaulting Lender’s Revolving Commitment), ) but only to the extent that: that (x) the conditions set forth in Section 5.2 3.3 are satisfied at the time of such reallocation (and, unless the Borrower shall have otherwise notified the Administrative Agent at such time, the Borrower shall be deemed to have represented and warranted that such conditions are satisfied at such time); , and (y) such reallocation does not cause the aggregate Revolving Credit Exposure at such time of any Non-Defaulting Lender to exceed such Non-Defaulting Lender’s Revolving Commitment. No Subject to Section 2.28, no reallocation hereunder shall constitute a waiver or release of any claim of any party hereunder against a Defaulting Lender arising from that Lender having become a Defaulting Lender, including any claim of a Non-Defaulting Lender as a result of such Non-Defaulting Lender’s increased exposure following such reallocation.

Reallocation of Participations to Reduce Fronting Exposure. All, All or any part, part of such Defaulting Lender’s participation in Letter of Credit Obligations LC Exposure and Swingline Loans shall be reallocated among the Non-Defaulting Lenders in accordance with their respective Revolving Commitment Applicable Percentages (calculated without regard to such Defaulting Lender’s Revolving Commitment), ) but only to the extent that: that (x) the conditions set forth in Section 5.2 4.2 are satisfied at the time of such reallocation (and, unless the Borrower shall have otherwise notified the Administrative Agent at such time, the Borrower shall be deemed to have represented and warranted that such conditions are satisfied at such time); , and (y) such reallocation does not cause the aggregate Revolving Credit Exposure at such time of any Non-Defaulting Lender to exceed such Non-Defaulting Lender’s Revolving Commitment. No Subject to Section 9.15, no reallocation hereunder shall constitute a waiver or release of any claim of any party hereunder against a Defaulting Lender arising from that Lender having become a Defaulting Lender, including any claim of a Non-Defaulting Lender as a result of such Non-Defaulting Lender’s increased exposure following such reallocation.

Reallocation of Participations to Reduce Fronting Exposure. All, All or any part, part of such Defaulting Lender’s participation in Letter of Credit Obligations and Swingline Loans LC Exposures shall be reallocated among the Non-Defaulting Lenders which are LC Participating Lenders in accordance with their respective Revolving Commitment Applicable Percentages (calculated without regard to such Defaulting Lender’s Revolving Commitment), ) but only to the extent that: that (xi) the conditions set forth in Section 5.2 3.2 (Each Extension of Credit) are satisfied at the time of such reallocation (and, unless the Borrower Borrowers shall have otherwise notified the Administrative Agent at such time, the Borrower Borrowers shall be deemed to have represented and warranted that such conditions are satisfied at such time); , and (yii) such reallocation does not cause the aggregate Revolving Credit Exposure at such time of any Non-Defaulting Lender to exceed such Non-Defaulting Lender’s Revolving Commitment. No reallocation hereunder shall constitute a waiver or release of any claim of any party hereunder against a Defaulting Lender arising from that Lender having become a Defaulting Lender, including any claim of a Non-Defaulting Lender as a result of such Non-Defaulting Lender’s increased exposure following such reallocation.

Reallocation of Participations to Reduce Fronting Exposure. All, All or any part, part of such Defaulting Lender’s participation in Letter of Credit L/C Obligations and Swingline Loans shall be reallocated among the Non-Defaulting Lenders in accordance with their respective Revolving Commitment Percentages of the relevant Commitments (calculated without regard to such Defaulting Lender’s Revolving Commitment), Commitments) but only to the extent that: that (x) the conditions set forth in Section 5.2 7.1 are satisfied at the time of such reallocation (and, unless the Borrower shall have otherwise notified the Administrative Agent at such time, the Borrower shall be deemed to have represented and warranted that such conditions are satisfied at such time); , and (y) such reallocation does not cause the aggregate Revolving Credit Exposure at such time Loans and interests in L/C Obligations of any Non-Defaulting Lender to exceed such Non-Defaulting Lender’s Revolving Credit Commitment. No Subject to Section 13.21, no reallocation hereunder shall constitute a waiver or release of any claim of any party hereunder against a Defaulting Lender arising from that Lender having become a Defaulting Lender, including xxxxuding any claim of a Non-Defaulting Lender as a result of such Non-Defaulting Lender’s increased exposure following such reallocationsuxx xxxllocation.

Reallocation of Participations to Reduce Fronting Exposure. All, All or any part, part of such Defaulting Lender’s participation in Letter of Credit Obligations and Swingline Loans Liabilities shall be reallocated among the Non-Defaulting Lenders with Revolving Commitments in accordance with their respective Revolving Commitment Percentages (calculated determined without regard to such Defaulting Lender’s Revolving Commitment), ) but only to the extent that: that (x) the conditions set forth in Section 5.2 Article VI. are satisfied at the time of such reallocation (and, unless the Borrower shall have otherwise notified the Administrative Agent at such time, the Borrower shall be deemed to have represented and warranted that such conditions are satisfied at such time); , and (y) such reallocation does not cause the aggregate Revolving Credit Exposure at of any such time Non-Defaulting Lender to exceed such Non-Defaulting Lender’s Revolving Commitment. No Subject to Section 13.21., no reallocation hereunder shall constitute a waiver or release of any claim of any party hereunder against a Defaulting Lender arising from that Lender having become a Defaulting Lender, including any claim of a Non-Defaulting Lender as a result of such Non-Defaulting Lender’s increased exposure following such reallocation.

Reallocation of Participations to Reduce Fronting Exposure. All, All or any part, part of such Defaulting Lender’s participation in Letter of Credit Obligations and Swingline Swing Loans shall be reallocated among the Non-Defaulting Lenders in accordance with their respective Revolving Commitment Percentages Ratable Shares (calculated without regard to such Defaulting Lender’s Revolving Commitment), ) but only to the extent that: that (x) the conditions set forth in Section 5.2 6.2 are satisfied at the time of such reallocation (and, unless the Borrower Borrowers shall have otherwise notified the Administrative Agent at such time, the Borrower Borrowers shall be deemed to have represented and warranted that such conditions are satisfied at such time); , and (y) such reallocation does not cause the aggregate outstanding Revolving Credit Exposure at such time Loans plus the Ratable share of the outstanding Swing Loans of any Non-Defaulting Lender to exceed such Non-Defaulting Lender’s Revolving Commitment. No reallocation hereunder shall constitute a waiver or release of any claim of any party hereunder against a Defaulting Lender arising from that Lender having become a Defaulting Lender, including any claim of a Non-Defaulting Lender as a result of such Non-Defaulting Lender’s increased exposure following such reallocation.

Reallocation of Participations to Reduce Fronting Exposure. All, All or any part, part of such Defaulting Lender’s participation in Letter of Credit LC Obligations and Swingline Swing Line Loans shall be reallocated among the Non-Defaulting Lenders in accordance with their respective Revolving Commitment Percentages Pro Rata Shares (calculated without regard to such Defaulting Lender’s Revolving Commitment), ) but only to the extent that: that (x) the conditions set forth in Section 5.2 4.2 are satisfied at the time of such reallocation (and, unless the Borrower shall have otherwise notified the Administrative Agent at such time, the Borrower shall be deemed to have represented and warranted that such conditions are satisfied at such time); , and (y) such reallocation does not cause the aggregate Revolving Outstanding Credit Exposure at such time of any Non-Defaulting Lender to exceed such Non-Defaulting Lender’s Revolving Commitment. No Subject to Section 15.4 hereof, no reallocation hereunder shall constitute a waiver or release of any claim of any party hereunder against a Defaulting Lender arising from that Lender having become a Defaulting Lender, including any claim of a Non-Defaulting Lender as a result of such Non-Defaulting Lender’s increased exposure following such reallocation.

Reallocation of Participations to Reduce Fronting Exposure. All, All or any part, part of such Defaulting Lender’s participation in Letter of Credit L/C Obligations and Swingline Loans shall be reallocated among the Non-Defaulting Lenders in accordance with their respective Revolving Commitment Percentages of the relevant Commitments (calculated without regard to such Defaulting Lender’s Revolving Commitment), Commitments) but only to the extent that: that (x) the conditions set forth in Section 5.2 7.1 hereof are satisfied at the time of such reallocation (and, unless the Borrower shall have otherwise notified the Administrative Agent at such time, the Borrower shall be deemed to have represented and warranted that such conditions are satisfied at such time); , and (y) such reallocation does not cause the aggregate Revolving Credit Exposure at such time Loans and interests in L/C Obligations of any Non-Defaulting Lender to exceed such Non-Defaulting Lender’s Revolving Commitment. No reallocation hereunder shall constitute a waiver or release of any claim of any party hereunder against a Defaulting Lender arising from that Lender having become a Defaulting Lender, including any claim of a Non-Defaulting Lender as a result of such Non-Defaulting Lender’s increased exposure following such reallocation.

Reallocation of Participations to Reduce Fronting Exposure. All, All or any part, part of such Defaulting Lender’s participation in Letter of Credit L/C Obligations and Swingline Loans shall be reallocated among the Non-Defaulting Lenders in accordance with their respective Revolving Commitment Percentages of the relevant Commitments (calculated without regard to such Defaulting Lender’s Revolving Commitment), Commitments) but only to the extent that: that (x) the conditions set forth in Section 5.2 7.1 hereof are satisfied at the time of such reallocation (andreallocation, unless the Borrower shall have otherwise notified the Administrative Agent at such time, the Borrower shall be deemed to have represented and warranted that such conditions are satisfied at such time); and (y) such reallocation does not cause the aggregate Revolving Credit Exposure at such time Loans and interests in L/C Obligations and Swingline Loans of any Non-Defaulting Lender to exceed such Non-Defaulting Lender’s Revolving Credit Commitment. No reallocation hereunder shall constitute a waiver or release of any claim of any party hereunder against a Defaulting Lender arising from that Lender having become a Defaulting Lender, including any claim of a Non-Defaulting Lender as a result of such Non-Defaulting Lender’s increased exposure following such reallocation.

Reallocation of Participations to Reduce Fronting Exposure. All, All or any part, part of such Defaulting Lender’s participation in Letter of Credit LC Obligations and Swingline Swing Line Loans shall be reallocated among the Non-Defaulting Lenders in accordance with their respective Revolving Commitment Percentages Pro Rata Shares (calculated without regard to such Defaulting Lender’s Revolving Commitment), ) but only to the extent that: that (x) the conditions set forth in Section 5.2 4.2 are satisfied at the time of such reallocation (and, unless the Borrower Borrowers shall have otherwise notified the Administrative Agent at such time, the Borrower Borrowers shall be deemed to have represented and warranted that such conditions are satisfied at such time); , and (y) such reallocation does not cause the aggregate Revolving Outstanding Credit Exposure at such time of any Non-Defaulting Lender to exceed such Non-Defaulting Lender’s Revolving Commitment. No Subject to Section 9.16, no reallocation hereunder shall constitute a waiver or release of any claim of any party hereunder against a Defaulting Lender arising from that Lender having become a Defaulting Lender, including any claim of a Non-Defaulting Lender as a result of such Non-Defaulting Lender’s increased exposure following such reallocation.

Reallocation of Participations to Reduce Fronting Exposure. All, All or any part, part of such Defaulting Lender’s participation in Letter Letters of Credit Obligations and Swingline Loans shall be reallocated among the Non-Defaulting Lenders in accordance with their respective Revolving Commitment Percentages pro rata Commitments (calculated without regard to such Defaulting Lender’s Revolving Commitment), ) but only to the extent that: that (x) the conditions set forth in Section 5.2 4.01 are satisfied at the time of such reallocation (and, unless the Borrower Borrowers shall have otherwise notified the Administrative Agent at such time, the Borrower Borrowers shall be deemed to have represented and warranted that such conditions are satisfied at such time); ) and (y) such reallocation does not cause the aggregate Revolving Facility Credit Exposure at such time of any Non-Defaulting Lender to exceed such Non-Defaulting LenderLxxxxx’s Revolving Facility Commitment. No Subject to Section 10.23, no reallocation hereunder shall constitute a waiver or release of any claim of any party hereunder against a Defaulting Lender arising from that Lender Lxxxxx having become a Defaulting Lender, including any claim of a Non-Defaulting Lender as a result of such Non-Defaulting LenderLxxxxx’s increased exposure following such reallocation.

Reallocation of Participations to Reduce Fronting Exposure. All, All or any part, part of such Defaulting Lender’s participation in Letter of Credit L/C Obligations and Swingline Loans shall be reallocated among the Non-Defaulting Lenders in accordance with their respective Revolving Commitment Percentages (calculated without regard to such Defaulting Lender’s Revolving Commitment), ) but only to the extent that: that (xA) the conditions set forth in Section 5.2 3.1 are satisfied at the such time of such reallocation (and, unless the Borrower shall have otherwise notified the Administrative Agent at such the time, the Borrower shall be deemed to have represented and warranted that such conditions are satisfied at such time); , and (yB) such reallocation does not cause the aggregate principal amount of Revolving Credit Exposure at such time Loans and participating interests in L/C Obligations of any Non-Defaulting Lender to exceed such Non-Defaulting Lender’s Revolving Credit Commitment. No Subject to Section 10.26, no reallocation hereunder shall constitute a waiver or release of any claim of any party hereunder against a Defaulting Lender arising from that Lender Xxxxxx having become a Defaulting Lender, including any claim of a Non-Defaulting Lender as a result of such Non-Defaulting LenderXxxxxx’s increased exposure following such reallocation.

Reallocation of Participations to Reduce Fronting Exposure. All, All or any part, part of the Participation Interests of such Defaulting Lender’s participation Lender in Letter of Credit the LOC Obligations and Swingline Loans shall be reallocated among the Nonnon-Defaulting Lenders in accordance with their respective Revolving Commitment Percentages (calculated without regard to such Defaulting Lender’s Revolving Commitment), Ratable Shares but only to the extent that: (x) the sum of all non-Defaulting Lenders’ outstanding Advances and Participation Interests LOC Obligations plus such Defaulting Lender’s Participation Interest LOC Obligations does not exceed the total of all non-Defaulting Lenders’ Commitments and (y) the conditions set forth in Section 5.2 5.03 are satisfied at the such time of such reallocation (and, unless the Borrower Whirlpool shall have otherwise notified the Administrative Agent at such time, the Borrower Whirlpool shall be deemed to have represented and warranted that such conditions are satisfied at such time); and (y) such reallocation does not cause the aggregate Revolving Credit Exposure at such time to exceed such Non-Defaulting Lender’s Revolving Commitment. No reallocation hereunder shall constitute a waiver or release of any claim of any party hereunder against a Defaulting Lender arising from that Lender having become a Defaulting Lender, including any claim of a Non-Defaulting Lender as a result of such Non-Defaulting Lender’s increased exposure following such reallocation.

Reallocation of Participations to Reduce Fronting Exposure. All, All or any part, part of such Defaulting Lender’s 's participation in the Letter of Credit Obligations and Swingline Loans shall be reallocated among the Non-Defaulting Lenders in accordance with their respective Revolving Commitment Applicable Percentages (calculated without regard to such Defaulting Lender’s Revolving Commitment), 's applicable Commitments) but only to the extent that: that (x) the conditions set forth in Section 5.2 3.02 are satisfied at the time of such reallocation (and, unless the Borrower shall have otherwise notified the Administrative Agent at such time, the Borrower shall be deemed to have represented and warranted that such conditions are satisfied at such time); , and (y) such reallocation does not cause the sum of (1) the aggregate Revolving amount of Advances owing to such Non-Defaulting Lender, plus (2) such Non-Defaulting Lender's participation in Letters of Credit Exposure at such time to exceed such Non-Defaulting Lender’s Revolving 's Commitment. No reallocation hereunder shall constitute a waiver or release of any claim of any party hereunder against a Defaulting Lender arising from that Lender having become a Defaulting Lender, including any claim of a Non-Defaulting Lender as a result of such Non-Defaulting Lender’s 's increased exposure following such reallocation.

Reallocation of Participations to Reduce Fronting Exposure. All, All or any part, part of such Defaulting Lender’s participation in Letter of Credit Obligations Outstandings and Swingline Loans shall be reallocated among the Non-Defaulting Lenders in accordance with their respective Revolving Commitment R/L Percentages (calculated without regard to such Defaulting Lender’s Revolving Commitment), ) but only to the extent that: that (x) the conditions set forth in Section 5.2 7 are satisfied at the time of such reallocation (and, unless the Borrower Company shall have otherwise notified the Administrative Agent at such time, the Borrower Borrowers shall be deemed to have represented and warranted that such conditions are satisfied at such time); , and (y) such reallocation does not cause the aggregate Revolving Credit R/L Percentage of the Aggregate Exposure at such time of any Non-Defaulting Lender to exceed such Non-Defaulting Lender’s Revolving Loan Commitment. No reallocation hereunder shall constitute a waiver or release of any claim of any party hereunder against a Defaulting Lender arising from that Lender having become a Defaulting Lender, including any claim of a Non-Defaulting Lender as a result of such Non-Defaulting Lender’s increased exposure following such reallocation.

Reallocation of Participations to Reduce Fronting Exposure. All, All or any part, part of such Defaulting Lender’s participation in Letter of Credit L/C Obligations and Swingline Loans shall be reallocated among the Non-Defaulting Non‑Defaulting Lenders in accordance with their respective Revolving Commitment Percentages of the relevant Commitments (calculated without regard to such Defaulting Lender’s Revolving Commitment), Commitments) but only to the extent that: that (x) the conditions set forth in Section 5.2 7.1 hereof are satisfied at the time of such reallocation (andreallocation, unless the Borrower shall have otherwise notified the Administrative Agent at such time, the Borrower shall be deemed to have represented and warranted that such conditions are satisfied at such time); and (y) such reallocation does not cause the aggregate Revolving Credit Exposure at such time Loans and interests in L/C Obligations and Swingline Loans of any Non‑Defaulting Lender to exceed such Non-Defaulting Non‑Defaulting Lender’s Revolving Credit Commitment. No reallocation hereunder shall constitute a waiver or release of any claim of any party hereunder against a Defaulting Lender arising from that Lender Xxxxxx having become a Defaulting Lender, including any claim of a Non-Defaulting Non‑Defaulting Lender as a result of such Non-Defaulting Non‑Defaulting Lender’s increased exposure following such reallocation.

Reallocation of Participations to Reduce Fronting Exposure. All, All or any part, part of such Defaulting Lender’s participation in Letter Letters of Credit Obligations and Swingline Loans shall be reallocated among the Non-Defaulting Lenders in accordance with their respective Revolving Commitment Percentages pro rata Commitments (calculated without regard to such Defaulting Lender’s Revolving Commitment), ) but only to the extent that: that (x) the conditions set forth in Section 5.2 4.01 are satisfied at the time of such reallocation (and, unless the Borrower shall have otherwise notified the Administrative Agent at such time, the Borrower shall be deemed to have represented and warranted that such conditions are satisfied at such time); ) and (y) such reallocation does not cause the aggregate Revolving Facility Credit Exposure at such time of any Non-Defaulting Lender to exceed such Non-Defaulting Lender’s Revolving Facility Commitment. No reallocation hereunder shall constitute a waiver or release of any claim of any party hereunder against a Defaulting Lender arising from that Lender having become a Defaulting Lender, including any claim of a Non-Non- Defaulting Lender as a result of such Non-Defaulting Lender’s increased exposure following such reallocation.

Reallocation of Participations to Reduce Fronting Exposure. All, All or any part, part of such Defaulting Lender’s participation in Letter of Credit Obligations and Swingline Loans shall be reallocated among the Non-Defaulting Lenders in accordance with their respective Revolving Commitment Applicable Percentages (calculated without regard to such Defaulting Lender’s Revolving Commitment), Development Line II Committed Amount) but only to the extent that: that (x) the conditions set forth in Section 5.2 9 are satisfied at the time of such reallocation (and, unless the Borrower shall have otherwise notified the Administrative Agent at such time, the Borrower shall be deemed to have represented and warranted that such conditions are satisfied at such time); ) and (y) such reallocation does not cause the aggregate Revolving Credit Committed Funded Exposure at such time of any Non-Defaulting Lender to exceed such Non-Defaulting Lender’s Revolving CommitmentDevelopment Line II Committed Amount. No reallocation hereunder shall constitute a waiver or release of any claim of any party hereunder against a Defaulting Lender arising from that Lender having become a Defaulting Lender, including any claim of a Non-Defaulting Lender as a result of such Non-Defaulting Lender’s increased exposure following such reallocation.”

Reallocation of Participations to Reduce Fronting Exposure. All, All or any part, part of such Defaulting Lender’s participation in Letter of Credit Obligations and Swingline Loans Risk Participation Exposure shall be reallocated among the Non-Defaulting Lenders in accordance with their respective Revolving Commitment Percentages Ratable Shares (calculated without regard to such Defaulting Lender’s Revolving Commitment), ) but only to the extent that: that (xA) the conditions set forth in Section 5.2 Article 7 are satisfied at the time of such reallocation (and, unless the Borrower Holdings shall have otherwise notified the Administrative Agent at such time, the Borrower Borrowers shall be deemed to have represented and warranted that such conditions are satisfied at such time); , and (yB) such reallocation does not cause the aggregate principal amount of the Revolving Credit Exposure at such time Loans, plus the Risk Participation Exposure, of any Non-Defaulting Lender to exceed such Non-Defaulting Lender’s Revolving Commitment. No Subject to Section 15.16, no reallocation hereunder shall constitute a waiver or release of any claim of any party hereunder against a Defaulting Lender arising from that Lender having become a Defaulting Lender, including any claim of a Non-Defaulting Lender as a result of such Non-Defaulting Lender’s increased exposure following such reallocation.. ​

Reallocation of Participations to Reduce Fronting Exposure. All, All or any part, part of such Defaulting Lender’s participation in Letter Letters of Credit Obligations and Swingline Loans shall be reallocated among the Non-Defaulting Lenders in accordance with their respective Revolving Commitment Percentages Pro Rata Shares (calculated without regard to such Defaulting Lender’s Revolving Commitment), ) but only to the extent that: that (xA) the conditions set forth in Section 5.2 4.02 are satisfied at the time of such reallocation (and, unless the Borrower shall have otherwise notified the Administrative Agent at such time, the Borrower shall be deemed to have represented and warranted that such conditions are satisfied at such time); , and (yB) such reallocation does not cause the aggregate Revolving Credit Exposure at such time of any Non-Defaulting Lender to exceed such Non-Defaulting Lender’s Revolving Commitment. No Subject to Section 11.25, no reallocation hereunder shall constitute a waiver or release of any claim of any party hereunder against a Defaulting Lender arising from that Lender Lxxxxx having become a Defaulting Lender, including any claim of a Non-Defaulting Lender as a result of such Non-Defaulting LenderLxxxxx’s increased exposure following such reallocation.

Reallocation of Participations to Reduce Fronting Exposure. All, All or any part, part of such Defaulting Lender’s participation in Letter of Credit L/C Obligations and Swingline Loans shall be reallocated among the Non-Defaulting Lenders in accordance with their respective Revolving Commitment Percentages Ratable Shares (calculated without regard to such Defaulting Lender’s Revolving Commitment), ) but only to the extent that: that (x) the conditions set forth in Section 5.2 3.02 are satisfied at the time of such reallocation (and, unless the Borrower shall have otherwise notified the Administrative Agent at such time, the Borrower shall be deemed to have represented and warranted that such conditions are satisfied at such time); , and (y) such reallocation does not cause the aggregate Revolving principal amount of Advances made by any Non-Defaulting Lender, plus such Non-Defaulting Lender’s participations in Letters or Credit Exposure at such time to exceed such Non-Defaulting Lender’s Revolving Credit Commitment. No reallocation hereunder shall constitute a waiver or release of any claim of any party hereunder against a Defaulting Lender arising from that Lender having become a Defaulting Lender, including any claim of a Non-Defaulting Lender as a result of such Non-Defaulting Lender’s increased exposure following such reallocation.

Reallocation of Participations to Reduce Fronting Exposure. All, All or any part, part of such Defaulting Lender’s participation in Letter of Credit L/C Obligations and Swingline Loans shall be reallocated among the Non-Defaulting Lenders in accordance with their respective Revolving Commitment Credit Percentages (calculated without regard to such Defaulting Lender’s Revolving Commitment), ) but only to the extent that: that (x) the conditions set forth in Section 5.2 are satisfied at the time of such reallocation (and, unless the Borrower shall have otherwise notified the Administrative Agent at such time, the Borrower shall be deemed to have represented and warranted that such conditions are satisfied at such time); , and (y) such reallocation does not cause the aggregate Revolving Extensions of Credit Exposure at such time of any Non-Defaulting Lender to exceed such Non-Defaulting Lender’s Revolving Credit Commitment. No Subject to Section 10.17 hereof, no reallocation hereunder shall constitute a waiver or release of any claim of any party hereunder against a Defaulting Lender arising from that Lender Xxxxxx having become a Defaulting Lender, including any claim of a Non-Defaulting Lender as a result of such Non-Defaulting Lender’s increased exposure following such reallocation.

Reallocation of Participations to Reduce Fronting Exposure. All, All or any part, part of such Defaulting Lender’s participation in Letter Letters of Credit Obligations and Swingline Swing Line Loans shall be reallocated among the Non-Defaulting Lenders in accordance with their respective Revolving Commitment Percentages Pro Rata Shares (calculated without regard to such Defaulting Lender’s Revolving Commitment), ) but only to the extent that: that (x) the conditions set forth in Section 5.2 4.02 are satisfied at the time of such reallocation (and, unless the Borrower shall have otherwise notified the Administrative Agent at such time, the Borrower shall be deemed to have represented and warranted that such conditions are satisfied at such time); , and (y) such reallocation does not cause the aggregate Revolving Credit Exposure at such time of any Non-Defaulting Lender to exceed such Non-Defaulting Lender’s Revolving Commitment. No reallocation hereunder shall constitute a waiver or release of any claim of any party hereunder against a Defaulting Lender arising from that Lender having become a Defaulting Lender, including any claim of a Non-Defaulting Lender as a result of such Non-Defaulting Lender’s increased exposure following such reallocation.

Reallocation of Participations to Reduce Fronting Exposure. All, All or any part, part of such Defaulting Lender’s participation in Letter of Credit L/C Obligations and Swingline Loans shall be reallocated among the Non-Defaulting Lenders in accordance with their respective Revolving Commitment Credit Percentages (calculated without regard to such Defaulting Lender’s Revolving Commitment), ) but only to the extent that: that (x) the conditions set forth in Section 5.2 5.02 are satisfied at the time of such reallocation (andprovided, unless however, that notwithstanding anything herein to the Borrower shall have otherwise notified the Administrative Agent at such timecontrary, the Borrower Company shall not be deemed to have represented and warranted that such conditions are satisfied at such time); , and (y) such reallocation does not cause the aggregate Revolving Extensions of Credit Exposure at such time of any Non-Defaulting Lender to exceed such Non-Defaulting Lender’s Revolving Credit Commitment. No NoSubject to Section 10.23, no reallocation hereunder shall constitute a waiver or release of any claim of any party hereunder against a Defaulting Lender arising from that Lender having become a Defaulting Lender, including any claim of a Non-Defaulting Lender as a result of such Non-Defaulting Lender’s increased exposure following such reallocation.

Reallocation of Participations to Reduce Fronting Exposure. All, All or any part, part of such Defaulting Lender’s participation in Letter of Credit L/C Obligations and Swingline Loans shall be reallocated among the Non-Defaulting Lenders in accordance with their respective Revolving Commitment Percentages of the relevant Commitments (calculated without regard to such Defaulting Lender’s Revolving Commitment), Commitments) but only to the extent that: that (x) the conditions set forth in Section 5.2 7.1 hereof are satisfied at the time of such reallocation (and, unless the Borrower shall have otherwise notified the Administrative Agent at such time, the Borrower shall be deemed to have represented and warranted that such conditions are satisfied at such time); , and (y) such reallocation does not cause the aggregate Revolving Credit Exposure at such time Loans and interests in L/C Obligations of any Non-Defaulting Lender to exceed such Non-Defaulting Lender’s Revolving Commitment. No reallocation hereunder shall constitute a waiver or release of any claim of any party hereunder against a Defaulting Lender arising from that Lender Xxxxxx having become a Defaulting Lender, including any claim of a Non-Defaulting Lender as a result of such Non-Defaulting LenderXxxxxx’s increased exposure following such reallocation.

Reallocation of Participations to Reduce Fronting Exposure. All, All or any part, part of such Defaulting Lender’s participation in Letter of Credit L/C Obligations and Swingline Loans shall be reallocated among the Non-Defaulting Lenders which are Revolving Credit Lenders in accordance with their respective Revolving Commitment Percentages Pro Rata Shares (calculated without regard to such Defaulting Lender’s Revolving Commitment), ) but only to the extent that: that (x) the conditions set forth in Section 5.2 4.02 are satisfied at the time of such reallocation (and, upon notice to the Company of such reallocation, unless the Borrower Company shall have otherwise notified the Administrative Agent at such time, the Borrower Company shall be deemed to have represented and warranted that such conditions are satisfied at such time); , and (y) such reallocation does not cause the aggregate Revolving Credit Exposure at such time credit exposure of any Non-Defaulting Lender to exceed such Non-Defaulting Lender’s Revolving Commitment. No Subject to Section 11.21, no reallocation hereunder shall constitute a waiver or release of any claim of any party hereunder against a Defaulting Lender arising from that Lender having become a Defaulting Lender, including any claim of a Non-Defaulting Lender as a result of such Non-Defaulting Lender’s increased exposure following such reallocation.

Reallocation of Participations to Reduce Fronting Exposure. All, All or any part, part of such Defaulting Lender’s participation in Letter of Credit LC Obligations and Swingline Loans shall be reallocated among the Non-Defaulting Lenders that are Revolving Lenders in accordance with their respective Revolving Commitment Percentages Pro Rata Shares (calculated without regard to such Defaulting Lender’s Revolving Commitment), ) but only to the extent that: that (xA) the conditions set forth in Section 5.2 4.2 are satisfied at the time of such reallocation (and, and unless the Borrower shall have otherwise notified the Administrative Agent at such time, the Borrower shall be deemed to have represented and warranted that such conditions are satisfied at such time); , and (yB) such reallocation does not cause the aggregate Revolving Credit Exposure at such time of any Non-Defaulting Lender to exceed such Non-Defaulting Lender’s Revolving Commitment. No Subject to Section 9.15, no reallocation hereunder shall constitute a waiver or release of any claim of any party hereunder against a Defaulting Lender arising from that Lender having become a Defaulting Lender, including any claim of a Non-Defaulting Lender as a result of such Non-Defaulting Lender’s increased exposure following such reallocation.

Reallocation of Participations to Reduce Fronting Exposure. All, All or any part, part of such Defaulting Lender’s participation in Letter of Credit Obligations and Swingline Loans Liabilities shall be reallocated among the Non-Defaulting Lenders in accordance with their respective Revolving Commitment Percentages Pro Rata Shares (calculated determined without regard to such Defaulting Lender’s Revolving Commitment), ) but only to the extent that: that (x) the conditions set forth in Section 5.2 Article VI are satisfied at the time of such reallocation (and, unless the Borrower shall have otherwise notified the Administrative Agent at such time, the Borrower shall be deemed to have represented and warranted that such conditions are satisfied at such time); , and (y) such reallocation does not cause the aggregate Revolving Credit Exposure at such time Commitment of any Non-Defaulting Lender to exceed such Non-Defaulting Lender’s Revolving Commitment. No Subject to Section 13.23 below, no reallocation hereunder shall constitute a waiver or release of any claim of any party hereunder against a Defaulting Lender arising from that Lender having become a Defaulting Lender, including any claim of a Non-Defaulting Lender as a result of such Non-Defaulting Lender’s increased exposure following such reallocation.

Reallocation of Participations to Reduce Fronting Exposure. All, All or any part, part of such Defaulting Lender’s participation in Letter Letters of Credit Obligations and Swingline Loans shall be reallocated among the Non-Defaulting Lenders in accordance with their respective Revolving Commitment Percentages pro rata Commitments (calculated without regard to such Defaulting Lender’s Revolving Commitment), ) but only to the extent that: that (x) the conditions set forth in Section 5.2 4.01 are satisfied at the time of such reallocation (and, unless the Borrower Borrowers shall have otherwise notified the Administrative Agent at such time, the Borrower Borrowers shall be deemed to have represented and warranted that such conditions are satisfied at such time); ) and (y) such reallocation does not cause the aggregate Revolving Facility Credit Exposure at such time of any Non-Defaulting Lender to exceed such Non-Defaulting LenderXxxxxx’s Revolving Facility Commitment. No Subject to Section 10.23, no reallocation hereunder shall constitute a waiver or release of any claim of any party hereunder against a Defaulting Lender arising from that Lender Xxxxxx having become a Defaulting Lender, including any claim of a Non-Defaulting Lender as a result of such Non-Defaulting LenderXxxxxx’s increased exposure following such reallocation.

Reallocation of Participations to Reduce Fronting Exposure. All, All or any part, part of such Defaulting LenderBank’s participation in Letter of Credit Obligations and Swingline Loans shall be reallocated among the Non-Defaulting Lenders Banks in accordance with their respective Revolving Commitment Percentages Pro Rata Shares (calculated without regard to such Defaulting LenderBank’s Revolving Commitment), Commitment and Outstanding Credit Exposure) but only to the extent that: that (x) the conditions set forth in Section 5.2 4.02 are satisfied at the time of such reallocation (and, unless the Borrower Company shall have otherwise notified the Administrative Agent at such time, the Borrower Company shall be deemed to have represented and warranted that such conditions are satisfied at such time); , and (y) such reallocation does not cause the aggregate Revolving Outstanding Credit Exposure at such time of any Non-Defaulting Bank to exceed such Non-Defaulting LenderBank’s Revolving Commitment. No Subject to Section 10.24, no reallocation hereunder shall constitute a waiver or release of any claim of any party hereunder against a Defaulting Lender Bank arising from that Lender Bank having become a Defaulting LenderBank, including any claim of a Non-Defaulting Lender Bank as a result of such Non-Defaulting LenderBank’s increased exposure following such reallocation.

Reallocation of Participations to Reduce Fronting Exposure. All, All or any part, part of such Defaulting Lender’s participation in Letter of Credit Obligations and Swingline Loans LC Exposure shall be reallocated among the Non-Defaulting Lenders in accordance with their respective Revolving Commitment Applicable Percentages (calculated without regard to such Defaulting Lender’s Revolving Commitment), ) but only to the extent that: that (xA) the conditions set forth in Section 5.2 6.02 are satisfied at the time of such reallocation (and, unless the Borrower shall have otherwise notified the Administrative Agent at such time, the Borrower shall be deemed to have represented and warranted that such conditions are satisfied at such time); , and (yB) such reallocation does not cause the aggregate Revolving Credit Exposure at such time of any Non-Defaulting Lender to exceed such Non-Defaulting Lender’s Revolving Applicable Percentage of the Commitment. No reallocation hereunder shall constitute a waiver or release of any claim of any party hereunder against a Defaulting Lender arising from that Lender Xxxxxx having become a Defaulting Lender, including any claim of a Non-Defaulting Lender as a result of such Non-Defaulting LenderXxxxxx’s increased exposure following such reallocation.

Reallocation of Participations to Reduce Fronting Exposure. All, All or any part, part of such Defaulting Lender’s participation obligation to fund participations in Letter respect of Letters of Credit Obligations and Swingline Loans shall be reallocated among the Non-Defaulting Lenders in accordance with their respective Revolving Commitment Pro Rata Percentages (calculated without regard to such Defaulting Lender’s Revolving Commitment), ) but only to the extent that: that (x) the conditions set forth in Section 5.2 4.2 are satisfied at the time of such reallocation (and, unless the Borrower shall have otherwise notified the Administrative Agent at such time, the Borrower shall be deemed to have represented and warranted that such conditions are satisfied at such time); , and (y) such reallocation does not cause the aggregate Revolving Extensions of Credit Exposure at such time of any Non-Defaulting Lender to exceed such Nonnon-Defaulting Lender’s Revolving Credit Commitment. No NoSubject to Section 9.24, no reallocation hereunder shall constitute a waiver or release of any claim of any party hereunder against a Defaulting Lender arising from that Lender having become a Defaulting Lender, including any claim of a Non-Defaulting Lender as a result of such Non-Defaulting Lender’s increased exposure following such reallocation.